PDF (3.77 Mo) - Le Crédit Agricole
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PDF (3.77 Mo) - Le Crédit Agricole
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UPDATE A03Financial reviewat 30 June2012
Crédit <strong>Agricole</strong> S.A.Update of the Registration document 2011 - A03CONTENTSFINANCIAL REVIEW OF CRÉDIT AGRICOLE S.A AT 30 JUNE 2012 3Presentation of first half year and second quarter 2012 results 3Half year financial report 69ADDITIONAL INFORMATION 205PERSON RESPONSIBLE FOR THE REGISTRATION DOCUMENT AND UPDATES232STATUTORY AUDITORS 233CROSS-REFERENCE TABLE 234AMFOnly the French version of this update has been submitted to the Autorité des Marchés Financiers(AMF). It is therefore the only version that is binding by law.The original French version of this update was registered with the Autorité des Marchés Financiers on31 August 2012 in accordance with article 212-13 of the AMF’s General Regulation. It updates theregistration document registered with the AMF on 15 March 2011 under number D.11-0146. It maybe used in support of a financial transaction if accompanied by a transaction circular approved bythe AMF. This document was produced by the issuer and is binding upon its signatoriesPage 2 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the Registration document 2011 - A03Financial review of Crédit <strong>Agricole</strong> S.A.at 30 June 2012PRESENTATION OF FIRST HALF YEAR AND SECONDQUARTER 2012 RESULTS28 August 2012 press releaseSecond quarter of 2012Progress as Group continues to adjust to difficult environment- Refocusing of activities- Reinforcement of financial structure- Strengthening of liquidity situationContinued impact of impairment chargesResults reflect the strength of retail banking and savingsmanagement business linesCrédit <strong>Agricole</strong> Group*Solid results and reinforced solvency ratiosNet income Group share: €863 million (down 2.1% year-on-year)Core Tier 1 ratio: 11.3% (up 110 bps from year end 2011) – EBA ratio: 10.7%Available cash reserves: €151 billionPage 3 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the Registration document 2011 - A03As a result of these initiatives, Crédit <strong>Agricole</strong> S.A. continued to strengthen its liquidity and solvency ratios.- As of 15 August, after raising 12.2 billion euros since the beginning of the year at an average spread of132 basis points versus mid-swap for an average term of 6.8 years, it had completed 102% of its 2012programme for medium-to-long term market issues. With the head start secured at the end of 2011, ithad raised 16.6 billion euros, compared with a projected programme of 12 billion euros;- Net short-term debt was reduced by 60 billion euros between 30 June 2011 and 30 June 2012, to 110billion euros, mainly due to a structural reduction in the business lines' needs, in keeping with adjustmentplan targets and the replacement of short-term debt by medium-to-long term debt. Over the sameperiod, liquidity reserves were replenished, rising to 151 billion euros, excluding deposits with centralbanks (17 billion euros): they account for 137% of net short-term debt.Social and environmental responsibility: Crédit <strong>Agricole</strong> S.A. appoints ombudsman for procurementWith nearly 6 billion euros in purchases each year, Crédit <strong>Agricole</strong> S.A. Group is a major buyer in France. As partof its responsible procurement policy, the Group has signed the Charter governing relations between majorbuyers, small and medium-sized companies and large corporations, under the aegis of the Minister for theEconomy and Finance. This Charter contains 10 commitments and is designed to ensure equitable financialtreatment of suppliers and to reduce the risk that buyers and suppliers will become mutually dependent. Thisyear, in keeping with the Charter, the Group appointed the Head of Sustainable Development to act asombudsman for inter-company relations. Suppliers can submit their grievances to the ombudsman in the event ofa dispute.Financial calendar9 November 2012 2012 third quarter results20 February 2013 2012 fourth quarter and full-year results7 May 2013 2013 first quarter results23 May 2013 General Shareholders' Meeting6 August 2013 2013 second quarter results7 November 2013 2013 third quarter resultsPage 7 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the Registration document 2011 - A03CRÉDIT AGRICOLE S.A. CONSOLIDATED RESULTS(in millions of euros) Q2-12ChangeVariationH1-12Q2/Q2H1/H1Revenues 4,751 (14.1%) 10,176 (6.1%)Operating expenses (3,272) (1.8%) (6,479) (1.9%)Gross operating income 1,479 (32.8%) 3,697 (12.6%)Cost of risk (1,164) +3.5% (2,934) +50.7%Operating income 315 (70.7%) 763 (66.6%)Equity affiliates 225 (16.2%) 640 (9.9%)Net income on other assets 41 nm 36 nmChange in value of goodwill - nm - nmIncome before tax 581 (40.6%) 1 439 (45.2%)Tax (409) (30.3%) (1,004) (9.3%)Gains/pertes nettes sur activités arrêtées 2 (86.5%) 4 (69.2%)Net income 174 (57.5%) 439 (71.4%)Minority interests 63 (8.8%) 76 (60.8%)Net income Group share 111 (67.4%) 363 (72.9%)Revenues reached 4.8 billion in the second quarter of 2012 and 10.2 billion euros in the first half of 2012. In thesecond quarter of 2012, revenues include items that produced offsetting effects totalling -117 million euroscompared with +256 million euros in the second quarter of 2011:- impact of sales of loan portfolios in Financing activities under the adjustment plan: -39 million euros ;- impairment of Intesa Sanpaolo shares for -427 million euros for prolonged depreciation of the AFS securities;- Emporiki's revenues, amounting to 125 million euros compared with 175 million in the second quarter of2011 ;- revaluation of debt issues for +224 million euros compared with +82 million euros in the second quarter of2011.Operating expenses remained under control. They decreased by 1.8% in the second quarter of 2012 and by1.9% in the first half.Gross operating income was 1,479 million euros in the second quarter, down 32.8% on the second quarter of2011, and down 16.2% excluding specific items.Page 8 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the Registration document 2011 - A03The cost of risk came to 1,164 million euros in the second quarter compared with 1,125 million in the secondquarter of 2011 which included 202 million euros linked to the European support plan to Greece and 277 millioneuros for the cost of risk associated with the subsidiary Emporiki. Restated for these effects, the cost of risk was23.8% higher, due primarily to the increase for Cariparma in Italy and the additional 84 million euro provision forAgos booked in the second quarter of 2012.Impaired loans (excluding lease finance transactions with customers) amounted to 23.8 billion euros andrepresented 4.6% of gross customer and interbank loans outstanding, representing a level comparable to that of31 December 2011. Impaired loans were covered by specific reserves up to 55.1%, compared with 54.0% at 31December 2011. Including collective reserves, the impaired loan cover rate was 70.7%, up 130 basis pointscompared with the end of December 2011.Income from equity affiliates fell by 16.2% year-on-year to 225 million euros in the second quarter of 2012. Thecontribution from the Regional Banks decreased by 14.0% to 173 million euros.Pre-tax income was 581 million euros, compared with 978 million euros in the second quarter of 2011.The tax rate remained apparently high owing to the high level of non-deductible expenses, mainly for Greece andIntesa Sanpaolo. After tax of 409 million euros (- 30.3% by comparison with the second quarter of 2011), Crédit<strong>Agricole</strong> S.A.'s net income Group share was 111 million euros compared with 339 million euros in the sameperiod in 2011.Adjustment plan ahead of scheduleThe Group actively continued to implement the adjustment plan announced on 14 December 2011, with thefollowing three main focuses:- In Retail banking: overall improvement in loan to deposit ratio.The increase in on-balance sheet deposits across all Group branch networks, in France and abroad,coupled with measured growth of loans outstanding, resulted in lowering the loan-to-deposit ratio to123.7% from 128.8% at end-June 2011.- In Specialised financial services: reduction of liquidity needs and diversification of funding.Growth of outstandings was controlled both in Consumer finance and in <strong>Le</strong>asing and Factoring. CACFsold 0.6 billion euros of non-performing loans in France and in Portugal in the second quarter. In July,CAL&F sold a loan portfolio for some 300 million euros.Over the same period, new sources of funding were developed, mainly in the form of deposit inflows andsecuritisations. CACF started up a retail savings business in Germany and realised a 600 million eurosecuritisation in France in July. In June, CAL&F realised a securitisation of lease finance receivables forapproximately 1 billion euros.- In Corporate and investment banking: further disposals and control of outstandings.Disposal of loan portfolios in Financing activities continued during the first half of 2012, at low discountrates (2.2% on average since the start of the disposals). Sales of CDOs and RMBSs have alreadyexceeded the initial target, thereby helping to reduce Basel 3 risk-weighted assets.As a result, at end-June 2012, 76% of the target for funding needs reduction had been met. Concerning riskweightedassets, the plan was fully realised at end-June, with a 48 billion euro reduction in risk-weighted assets,including the transfer of the correlation book.Page 9 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the Registration document 2011 - A03Reduction of funding needs€bnAt current exchange rateRealisedin H2-11Realised inQ1-12Realisedin Q2-12Totalrealised upto 30/06/12Targetbetween30/06/11 and31/12/12%realised• Retail banking• Specialised financial services• Adjustment plan• Securitisation and other measures• CIBat constant exchange rate- 9- 3-1-2- 11- 1- 2-1-1- 9-8-2-1-1+7*- 18- 7-3-4- 13- 23- 9- 18-16-7+3-20Total funding needs reduction - 23 - 12 -3 - 38 - 50 76%At constant exchange rate - 28 -10 -7 - 45*Including negative currency impact (4 billion euros) and reallocation of liquidity to several ongoing activities in CIB (mainly Fixed incomeand Commercial banking)Reduction of risk-weighted assets€bnAt constant exchange rateRealisedin H2-11Realised inQ1-12Realisedin Q2-12Totalrealised upto 30/06/12Targetbetween30/06/11 and31/12/12%realisedAdjustment plan• SFS• CIB Current impact (Basel 2.5) 2013 impact (Basel 3)- 1- 11- 7- 2- 16- 5-1- 3-1- 4- 30- 13~ - 5~ - 30~ - 18- 4- 11- 2- 17~ - 12Total adjustment plan - 12 - 18 - 4 - 34 ~ - 35 97%Other measures• CIB – sale of market risk ofcorrelation book (net impact)- 8 - 6 - 14Total RWA reduction(including Basel 3 impacts) - 12 - 26 - 10 - 48Page 10 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the Registration document 2011 - A03FINANCIAL STRUCTURECrédit <strong>Agricole</strong> S.A. further enhanced its financial strength during the second quarter of 2012. The Core Tier 1ratio was 9.6% at 30 June 2012 compared with 9.4% at 31 March 2012 and 8.6% at 31 December 2011.The quarter-on-quarter change in the ratio was due primarily to the decline in risk-weighted assets, notably atCrédit <strong>Agricole</strong> CIB, resulting from the implementation of the adjustment plan and the transfer of the market risklinked to the correlation book. Crédit <strong>Agricole</strong> S.A.'s Tier 1 and total solvency ratios were 11.9% and 14.1%respectively at 30 June 2012, a rise of 70 basis points for each ratio in the first half of 2012.Risk-weighted assets declined by 31.5 billion euros, from 333.7 billion euros at 31 December 2011 to 302.2 billioneuros at 30 June 2012.LIQUIDITYAt 30 June 2012, Crédit <strong>Agricole</strong> Group's gross short-term debt (outstanding debt due within 370 days raised bythe Group's main treasury departments from market counterparties) amounted to 127 billion euros, comparedwith 185 billion euros at 30 June 2011. The Group had a surplus cash position of 17 billion euros at end-June,corresponding to overnight deposits with the Central Banks.The dollar situation was stable in the second quarter by comparison with 31 March 2012, with a modest increasein debt from the USA, which now accounts for 5% of gross short-term debt compared with 4% in the first quarter.The percentage of US dollar-denominated debt also increased, to 21% from 17% at 31 March 2012. By country,France still accounts for over half of short-term debt (54%).Since June 2011, short-term debt, net of deposits with central banks, has been reduced by 60 billion euros.The decline in short-term debt is due to the structural reduction in the business lines' requirements for 38 billioneuros under the adjustment plan, the replacement of 5 billion euros of short term debt by medium and long termdebt, and, lastly, to the use of liquidity reserves through repo'ing and access to Central Banks.At 30 June 2012, reserves of available assets that were liquid on the market or were eligible to Central Banksafter discounting, excluding deposits with Central Banks, amounted to 151 billion euros, including 135 billioneuros eligible to Central Banks, or 41 billion euros more than at 31 December 2011. They represented 137% ofnet short-term debt. New reserves have been constituted owing to a broad base of very high-quality assetsavailable for securitisation.Eligible reserves consist of 60 billion euros in assets eligible to Central Banks (i.e. 40% of total reserves), 67billion euros in liquid market securities eligible to Central Banks (44%), 16 billion euros in liquid market securities(11%), and 8 billion euros in securitisation and self-securitisation tranches (5%).In the area of medium/long-term funding, at 15 August 2012, Crédit <strong>Agricole</strong> S.A. has exceeded its market issueprogramme, which was fixed at 12 billion euros for 2012. The performance rate is 138% including issues carriedout at the end of the year 2011 in addition to the 2011 programme. Not including these 2011 issues, theperformance rate was 102%, representing 12.2 billion euros raised since the beginning of the year. The averageterm of the issues is 6.8 years and the average spread is 132 basis points versus mid-swap. Including the 4.4billion euros of issues completed at the end of 2011 in addition to the 20 billion euro programme for 2011, theperformance rate was 138%.Concurrently, the Group is developing access to additional funding sources, namely via its retail bank networksand its specialised subsidiaries, with 2.5 billion euros raised through the Regional Banks at 30 June 2012, 3.3billion euros via LCL and Cariparma in their networks, 2.6 billion euros via Crédit <strong>Agricole</strong> CIB, mainly instructured private placements, and 1.2 billion euros via Crédit <strong>Agricole</strong> Consumer Finance.Page 11 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the Registration document 2011 - A03RESULTS BY BUSINESS LINE1. FRENCH RETAIL BANKING1.1. - CRÉDIT AGRICOLE REGIONAL BANKS(in millions of euros) Q2-12ChangeQ2/Q2H1-12ChangeH1/H1Net income accounted for at equity method (at about25%)164 (10.9%) 391 (4.9%)Change in share of reserves 9 (43.8%) 154 (5.5%)Share of income from equity affiliates 173 (14.0%) 545 (5.2%)Net income Group share 173 (14.0%) 545 (5.2%)At the Regional Banks, business continued to develop, with balanced growth in lending and on-balance sheetdeposits.Customer deposits amounted to 554.4 billion euros, with on-balance sheet deposits rising by 6.4% year-on-yearto nearly 321 billion euros. Growth was driven primarily by time deposits (up 22.9%). Off-balance sheet depositsmoved down by 3.9% between June 2011 and June 2012 due to customer risk-aversion for securities, while lifeinsurance deposits remained stable year-on-year despite market pressures.Loans outstanding rose by 2.8% year-on-year to 394.3 billion euros, with a 4.3% increase in home loans and aresilient performance in the SMEs and small business customer segments. Conversely, consumer credit loansdeclined.As a result, the loan-to-deposit ratio showed further improvement, decreasing to 127% at end-June 2012 from129% at end-December 2011.The Regional Banks' revenues (restated for intragroup transactions) amounted to 3.2 billion euros in the secondquarter of 2012, down by 5.6% by comparison with the second quarter of 2011. Revenues from customerbusiness were stable over the period (even excluding home purchase savings schemes) owing to persistentlysolid interest margins. Conversely, commissions and fee income declined by 3.9% year-on-year, particularly inthe securities business segment. Portfolio revenues were adversely affected by a -268 million euro impairmentbooked by the Regional Banks on SACAM International which holds their equity investments in Emporiki andCariparma (-67 million euros impact on Crédit <strong>Agricole</strong> S.A.’s net income Group share). Excluding this accountingimpact, revenues (excluding home purchase savings schemes) were down 0.3% year-on-year.Expenses remained under control, with a rise of 1.2% to 1.9 billion euros in the quarter.In the second quarter, the cost of risk declined sharply, by 52.2% year-on-year to 216 million euros, due to asubstantial fall in collective reserves. The cost of risk amounted to 22 basis points of outstanding loans in thesecond quarter of 2012 compared with 48 basis points in the second quarter of 2011. The ratio of reservesPage 12 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the Registration document 2011 - A03(including collective reserves) to impaired loans amounted to 107.8% at 30 June 2012 and the non-performingloan ratio has remained stable over the past year at 2.4%.Consequently, for the six months to 30 June 2012, the Regional Banks' contribution to Crédit <strong>Agricole</strong> S.A.'s netincome Group share amounted to 545 million euros. Excluding impairment losses booked in the accounts of theRegional Banks on SACAM International shares which holds the equity investments in Emporiki and Cariparma,their contribution would have been 612 million euros, up 6.5%.1.2. - LCL(in millions of euros) Q2-12ChangeQ2/Q2H1-12ChangeH1/H1Revenues 1,001 +2.2% 2,013 +2.3%Operating expenses (630) +1.2% (1,246) +0.9%Gross operating income 371 +3.8% 767 +4.6%Cost of risk (66) (12.5%) (144) (7.2%)Operating income 305 +8.2% 623 +7.7%Net income on other assets 1 nm - -Income before tax 306 +8.6% 623 +7.7%Tax (107) +21.6% (209) +17.1%Net income 199 +2.6% 414 +3.5%Minority interests 9 +3.2% 20 +3.6%Net income Group share 190 +2.6% 394 +3.5%LCL continues to back the economy by supporting SMEs and individual customers in financing their projects.Nonetheless, the second quarter of 2012 confirmed the trend initiated at the end of 2011, with a combination ofhigher deposits and controlled growth in lending.Loans outstanding rose by 0.7% year-on-year to 87.8 billion euros at 30 June 2012. This modest growth wasdriven by home loans, which increased by 3.1% year-on-year to 54.2 billion euros. By contrast, loans to SMEs,which had risen substantially during the first half of 2011 (+7.4% between end-June 2010 and end-June 2011),remained stable year-on-year.Total deposits rose by 1.6% year-on-year to 151.5 billion euros. In line with the first quarter of 2012, on-balancesheet deposits registered growth of 13.7% year-on-year, driven by an increase of 12.2% in demand deposits andhigh growth in term accounts and deposits. Off-balance sheet customer deposits declined by 8.6% year-on-year,due mainly to mutual funds (down 23.3%) and securities portfolios (down 9.2%).The loan-to-deposit ratio improved by 13bp, at 116% at end-June 2012 compared with 129% at end-June 2011.Revenues for the second quarter came to 1,001 million euros, up 2.2% on the second quarter of 2011 and up0.1% restated for the provision for home purchase savings schemes. This resilience was supported by strongPage 13 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the Registration document 2011 - A03business momentum and by an upturn in interest income, which was 5.4% (1) higher than in the second quarter of2011, in line with improvement in lending margins and the reduction of funding. Fee income fell by 6.1% (1) overthe same period. This item was negatively affected by the decline in volumes, particularly in securitiestransactions.Operating expenses were tightly controlled, edging up by 1.2% between the second quarter of 2011 and thesecond quarter of 2012 ; the cost of risk was limited to 28 basis points of outstanding loans. As a result, operatingincome rose by 8.2% between the second quarter of 2011 and the second quarter of 2012 (by 1.0% restated forthe provision for home purchase savings plans), to 305 million euros.The ratio of impaired loans to outstandings was stable at 2.4% by comparison with the previous quarter, while theimpaired loan coverage ratio was increased to 77.4% compared with 76.7% at end-March 2012.In all, net income Group share was 190 million euros in the second quarter, a rise of 2.6% on the second quarterof 2011.(1) excluding home purchase savings schemesPage 14 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the Registration document 2011 - A032. INTERNATIONAL RETAIL BANKINGAfter a first quarter marked by the implementation of the European support plan for Greece, difficult economicconditions persisted during the second quarter. Net income Group share for the business line was a loss of 271million euros in the second quarter of 2012, compared with a loss of 695 million in the second quarter of 2011 andof 846 million in the first quarter of 2012. For the first half of 2012, it registered a loss of 1,117 million euros,compared with a loss of 754 million euros in the first half of 2011.(in millions of euros) Q2-12ChangeQ2/Q2H1-12ChangeH1/H1Revenues 769 +1.8% 1,515 (0.8%)Operating expenses (585) +13.1% (1,092) +7.9%Gross operating income 184 (22.8%) 423 (17.9%)Cost of risk (502) +14.7% (1,446) +91.5%Operating income (318) +59.3% (1,023) x4.3Equity affiliates 28 +3.7% 52 (4.7%)Net income on other assets (2) nm - nmChange in value of goodwill - nm - nmIncome before tax (292) (45.1%) (971) +78.5%Tax 26 nm (150) (38.9%)Net income (after tax) from discontinuedactivities2 (82.4%) 4 (71.2%)Net income (264) (63.0%) (1,117) +44.0%Minority interests (7) nm - nmNet income Group share (271) (60.9%) (1,117) +48.2%In Italy, where GDP growth forecast for 2012 is negative by 2%, Cariparma shows good resilience thanks to itsspecific position as a regional network located in the north of the country. <strong>Le</strong>nding and margins stood up well andnet income Group share was 6.2% higher than in the second quarter of 2011. Customer liquidity surplus, whichwas stable compared with end-March 2012 at 1.2 billion euros, helped fund the Group's other business activitiesin Italy.Loans outstanding were 33.7 billion euros, 0.4% higher than at 31 December 2011 (excluding financing of theGroup's other activities), in a market that declined by 1.0% (source: Associazione Bancaria Italiana). Loans toretail customers moved up by 1.4%, driven primarily by home loans. Corporate lending was down by 0.6%, in linewith the market. Deposits were maintained at 34.9 billion euros at 30 June 2012, in a highly competitive market,owing primarily to long-term household savings deposits.Cariparma is enjoying healthy momentum, which is allowing it to cope with increased cost of risk. Revenues were429 million euros, reflecting year-on-year rises of 9.0% in the second quarter and of 5.5% in the first half of 2012.This performance was due to resilient interest margins due to an upturn in commissions and fee income driven byhigher production in life insurance and private banking.Page 15 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the Registration document 2011 - A03At the same time, Cariparma initiated extensive cost-cutting programmes. Alongside its on-going review of thebranch networks’ processes and organisation, the bank is implementing a voluntary departure plan. A 54 millioneuro charge was booked as a provision for this plan in the second quarter of 2012 to cover approximately 400departures by the end of 2014. The cost/income ratio was comparable to its level of the second quarter of 2011: itdecreased by 0.6 point at 59.2%, excluding the cost of the departure plan and integration-related costs registeredin 2011.The cost of risk was adversely affected by the deterioration in the business climate, yet remained below theItalian market average. It rose by 68.8% to 89 million euros in the second quarter of 2012, and for the first half of2012, it increased by 50.2% to 162 million euros. The non-performing loan ratio was 7.1% at 30 June 2012, with acover rate of 44.5%. Cost of risk was 98 basis points to outstanding loans for the first half of 2012.After tax relief, which generated savings of 47 million euros in the second quarter of 2012 and of 51 million eurosin the first half of 2012, Cariparma's contribution to net income Group share was 41 million euros in the secondquarter, (a rise of 6.2% year-on-year), and 72 million euros in the first half (down 10.5% compared with the firsthalf of 2011).In Greece, several Greek banks submitted binding offers for Emporiki, subject to the usual regulatory authorityapprovals, to approval by HFSF and to the review by European Commission of compliance with the State aidrules.During the second quarter of 2012, Crédit <strong>Agricole</strong> S.A.'s net funding to Emporiki Bank was stable, i.e. 4.6 billioneuros at 30 June. It benefited from access to ELA funding obtained at the beginning of June, but suffered fromreduction of ECB financing. Crédit <strong>Agricole</strong> S.A.'s capital exposure amounted to 0.4 billion euros at 30 June 2012,compared with 0.6 billion at 31 March 2012. A 2.3 billion euro capital increase was carried out in July andfinanced through an offset from the refinancing provided by Crédit <strong>Agricole</strong> S.A. Adjusted for this capital increase,based on the figures at end-June, Crédit <strong>Agricole</strong> S.A.'s capital exposure was 2.7 billion euros and net fundingamounted to 2.3 billion euros. Furthermore, the transfers of loans from the shipping loan portfolio to Crédit<strong>Agricole</strong> S.A. are set to begin in September.The completed or on-going disposals of Emporiki's Romanian, Bulgarian and Albanian subsidiaries to Crédit<strong>Agricole</strong> S.A. had no impact on results.Revenues declined by 28.6% year-on-year in the second quarter of 2012 to 125 million euros owing to the highercosts of deposits.Operating expenses rose by 9.2% year-on-year to 146 million euros in the second quarter of 2012. In absoluteterms, they increased by 22 million euros quarter-on-quarter, with half of this amount due to incentiviseddepartures(140 departures in the second quarter of 2012), and the remainder attributable to various tax increases.The cost of risk was 377 million euros in the second quarter of 2012, up 8.5% on the second quarter of 2011. Itincludes a business sector and country risk provision for 143 million euros. The non-performing loan ratio rose byPage 16 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the Registration document 2011 - A030.9 percentage point quarter-on-quarter to 36.8% in the second quarter of 2012. The cover rate reached 57.3%,of which 76.8% for corporate loans.In all, Emporiki's contribution to net income Group share amounted to -370 million euros in the second quarter of2012 and to -1,275 million euros in the first half of 2012.Excluding Italy and Greece, the Group's other entities strengthened their deposit-to-loan balance, whichshowed a surplus of 340 million euros at 30 June 2012, with 9.6 billion euros of on-balance sheet deposits and9.3 billion euros of gross loans. Their contribution to net income Group share amounted to +58 million euros inthe second quarter of 2012 compared with +43 million euros in the second quarter of 2011.3. SPECIALISED FINANCIAL SERVICES(in millions of euros) Q2-12 Q2-12*ChangeQ2/Q2*H1-12 H1-12*ChangeH1/H1*Revenues 884 884 (11.2%) 1,805 1,805 (9.7%)Operating expenses (384) (384) (10.1%) (794) (794) (6.4%)Gross operating income 500 500 (12.0%) 1,011 1,011 (12.2%)Cost of risk (444) (372) +3.8% (1,069) (752) +11.1%Operating income 56 128 (39.4%) (58) 259 (45.4%)Equity affiliates 5 5 +28.6% 10 10 +34.2%Income before tax 61 133 (38.1%) (48) 269 (44.1%)Tax (34) (53) (25.9%) (37) (120) (26.5%)Net income 27 80 (45.9%) (85) 149 (53.9%)Minority interests (29) (4) nm (113) (10) nmNet income Group share 56 84 (38.7%) 28 159 (46.8%)* Restated for impacts of the adjustment plan and additional provision for AgosSpecialised Financial Services continued its managed reduction in business activity and liquidity consumption,in keeping with the adjustment plan announced on 14 December 2011. In consumer finance, the consolidatedoutstanding loans of Crédit <strong>Agricole</strong> Consumer Finance (CACF) fell by 1.3 billion euros between end-March andend-June 2012 to 49.7 billion euros. The decline was due to the combined effect of three factors: the slowdown inthe consumer finance market, the adjustment plan and the sale of 0.6 billion euros of doubtful loans. CACF'smanaged loan book, including consolidated outstandings and outstandings managed on behalf of Crédit <strong>Agricole</strong>Group or third parties, also declined, to 76.1 billion euros. They are booked mainly in France (37%) and Italy(36%), with the other countries accounting for 27% of outstandings. CACF also continued to diversify its externalfunding sources which have risen by 3.7 billion euros since 30 June 2011. Crédit <strong>Agricole</strong> <strong>Le</strong>asing and Factoring(CAL&F) is also on track with its operating plan. The managed loan book in lease finance amounted to 19.5 billioneuros at end-June 2012, down 1.0% year on year. Factored receivables fell by 11.4% to 28.6 billion euros, with afar smaller decline in France.Page 17 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the Registration document 2011 - A03The business line's first-half results reached break-even thanks to a substantial improvement in the secondquarter by comparison with the first. Revenues came to 884 million euros in the second quarter. They wereadversely affected by a fall in volumes, which was partially offset by an increase in margins. Revenues were11.2% lower than in the second quarter of 2011. Expenses followed a similar trend, with a decline of 10.1%,reflecting efforts to enhance operating efficiency. The cost of risk was stable by comparison with the secondquarter of 2011 excluding additional provisions for Agos. In consumer finance in France, the cost of risk continuedon the downtrend initiated in the third quarter of 2011. Abroad, consumer finance was negatively affected bydeteriorating conditions, mainly for the Italian subsidiary Agos. An additional 84 million euros was booked toprovisions in the second quarter (net impact Group share: 37 million euros), following a charge of -280 millioneuros in the first quarter of 2012. At end-June 2012, Agos' non-performing loans amounted to 13.8% of totaloutstandings, with a coverage ratio of 84%. Substantial measures were adopted in the areas of governance andrisk management for this subsidiary since March. Besides, the cost of risk in lease finance and factoring wasstable by comparison with the second quarter of 2011, but with a different breakdown (11 million euros forEmporiki <strong>Le</strong>asing in the second quarter of 2012 compared with 20 million euros in the second quarter of 2011,charges booked to provisions for several international files in the second quarter of 2012). Finally, the businessline booked a write-back of 12 million euros related to the plan in the second quarter of 2012. In all, restated forthe plan impact and additional provisions for Agos, the cost of risk rose by 3.8% to 372 million euros in thesecond quarter of 2012.Net income Group share for the business line was 56 million euros in the second quarter, and 84 million eurosexcluding the plan impact and additional provisions for Agos, down 38.7% on the second quarter of 2011.Consumer finance contributed 41 million euros to this result (69 million excluding the plan impact and additionalprovisions for Agos) and <strong>Le</strong>ase finance and factoring contributed 15 million euros.4. SAVINGS MANAGEMENTThe business line includes asset management, insurance, private banking and asset servicing.At 30 June 2012, the business line had 1,039.4 billion euros in total assets under management, or 33 billion eurosmore than at 31 December 2011. This sharp increase was due to solid business momentum enhanced by ahighly positive market effect over the period. Excluding market, scope and currency effects totalling +18.7 billioneuros, this growth was driven primarily by a 13.8 billion euro increase in AUM for the asset management line.At CACEIS, business followed the same positive trend in the first half of 2012, with assets under custody up 5.7%and assets under administration up 6.6%.After four consecutive quarters during which the business line’s results (at the insurance’s level) were adverselyaffected by the cost of exchange of Greek government bonds (PSI), second-quarter results do not reflect anyexceptional items as such, but they do include 28 million euros of capital gain on the sale of BES Vida shares toBES.The business line's net income Group share reached 413 million euros in the second quarter, up 19.0% on thesame quarter in the previous year (in the second quarter of 2011, net income Group share registered a cost of 81million euros for insurance operations following implementation of the PSI).Page 18 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the Registration document 2011 - A03(in millions of euros) Q2-12ChangeQ2/Q2H1-12ChangeH1/H1Revenues 1,215 (8.9%) 2,602 (1.7%)Operating expenses (606) (3.1%) (1,194) (3.7%)Gross operating income 609 (14.0%) 1,408 +0.1%Cost of risk (4) nm (55) (49.8%)Operating income 605 +3.5% 1,353 +4.4%Equity affiliates 3 +70.0% 5 +2.0%Net income on other assets 28 nm 28 nmIncome before tax 636 +8.5% 1,386 +6.6%Tax (187) (10.1%) (428) (1.4%)Net income 449 +18.7% 958 +10.5%Minority interests 36 +15.2% 90 +16.7%Net income Group share 413 +19.0% 868 +9.9%In Asset management, Amundi (including BFT's asset management operations, acquired on 1 July 2011)delivered very solid business performances, with assets under management amounting to almost 693 billioneuros at end-June 2012, a rise of 5.2% by comparison with the end of 2011. Over the same period, Amundi wasNo. 1 in mutual fund deposits in Europe. Net new inflows excluding branch bank networks were 20.9 billion eurosin the first half of 2012 with 13.4 billion euros in the institutional and corporate segment, driven by money marketinflows, and 2.2 billion euros in the third-party distributor segment, primarily in Europe. Inflows into employeesavings management came to 5.3 billion euros, with a 16.6% increase in assets under management in the firsthalf. Outflows from branch bank networks continued (-7.1 billion euros in the first half of 2012), albeit at a slowerpace than in the previous semesters. In all, net new inflows amounted to 13.8 billion euros in the first half,including a market and currency impact of +20.5 billion euros.In the second quarter of 2012, Amundi continue to deliver a satisfactory operating performance. Revenuesdecreased by 12.4% year-on-year owing to the decline in income from fixed fees due to a less favourable productmix. However, operating expenses continued to recede (down 7.5% year-on-year in the second quarter of 2012)and the cost/income ratio came to a satisfactory level of 59.0% for the quarter (up 3.1 points on the secondquarter of 2011).Revenues also declined sharply in the first half, by 0.5% on a reported basis, but by 8.4% restated for the gain ondisposal registered in the first quarter of 2012. Even so, performance-based commissions increased from 43million euros in the first half of 2011 to 61 million euros in the first half of 2012. The cost/income ratio in the firsthalf stayed highly competitive at 55.4% 2 . Amundi's net income rose by 3.0% year-on-year to 253 million euros inthe first half of 2012 and its contribution to net income Group share was 186 million euros (up 2.8%).In asset servicing, CACEIS has been engaged in robust business development since the beginning of the year.This, coupled with a favourable market effect on fixed-income business, generated growth in assets undermanagement. As a result, assets under custody were 2,388 billion euros, a rise of 5.7% by comparison with 312 Restated for €60m gain on disposal registered in Q1-12Page 19 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the Registration document 2011 - A03December 2011; cash deposits rose sharply year-on-year in the first half-year. Compared to 31 December 2011,funds under administration rose by 6.6% to 1,109 billion euros.Net income Group share was 80 million euros, in the first half of 2012, up 25.4% on the first half of the previousyear.Private Banking showed resilience in a climate of financial crisis. It registered modest outflows in the first half,which was adversely affected by competition from on-balance sheet products in France and by concerns relatedto the eurozone. Assets under management benefited from a positive market and currency impact and came to128.1 billion euros at 30 June 2012. In France, assets under management were 54.2 billion euros, at a levelcomparable to that of 31 December 2011. Internationally, they rose by 2.6% to 70.9 billion euros over the sameperiod.Net income Group share was 57.2 million euros in the first half 2012, down 12.8% by comparison with the firsthalf of the previous year.In Insurance, premium income was 5.3 billion euros in the second quarter of 2012, with a mixed performance inthe different markets. In life insurance in France, premium income fell by 14.9% quarter-on-quarter to 3.7 billioneuros in the second quarter of 2012. Property & Casualty insurance continued to grow in France, with premiumincome of 520 million euros in the second quarter of 2012, up 5.1% on the second quarter of 2011, while marketgrowth was limited to 4% 3 . In creditor insurance, with premium income of 256 million euros, business remainedsolid owing to mortgage credit insurance but was hurt by the slowdown in consumer finance. Conversely, ininternational business, premium income continued to recover (excluding BES Vida, which was excluded from thescope of consolidation as from the second quarter of 2012), with a rise of 6% on the first quarter of 2012, to 785million euros.Life insurance funds under management amounted to 218.4 billion euros at 30 June 2012, including 39.2 billioneuros in unit-linked accounts. Excluding BES Vida, which had funds under management of 5.4 billion euros at 31December 2011, they rose by 1.0% in the first half of 2012.Investments are conservatively managed. As a result, during the second quarter of 2012, an additional 3 billioneuros in peripheral sovereign debt was sold. Gross exposure of Crédit <strong>Agricole</strong> Group's insurance companies tothe sovereign debt of peripheral countries (Greece, Ireland, Portugal, Italy and Spain) had been reduced to 8.5billion euros at 30 June 2012 from 15.3 billion euros at 31 December 2011. Investments are also innovativelymanaged. The Group is developing its investments in new asset classes designed to provide financing for theFrench economy, and particularly for local authorities.Net income Group share for the insurance business amounted to 281 million euros in the second quarter of 2012after a 28 million euro gain on the disposal of BES Vida shares to BES. Revenues fell by 14.3% year-on-year to494 million euros in the second quarter of 2012 due to the exclusion of BES Vida from the scope of consolidation(it accounted for 11 million euros in the second quarter of 2011 in revenues) and to an unfavourable base effect.Operating expenses remained under control; they are stable year-on-year, excluding non-recurring gains relatedto PSI losses that are deductible from tax bases.3 FFSA figuresPage 20 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the Registration document 2011 - A03Financing activities(in millions of euros) Q2-12 Q2-12*ChangeQ2*/Q2*H1-12 H1-12*ChangeH1*/H1*Revenues 524 492 (23.1%) 1,029 1,018 (20.3%)Operating expenses (234) (234) (0.7%) (468) (468) +2.3%Gross operating income 290 258 (36.1%) 561 550 (32.9%)Cost of risk (84) (84) +68.1% (111) (111) (13.7%)Operating income 206 174 (50.9%) 450 439 (36.5%)Equity affiliates 40 40 +15.8% 80 80 +16.7%Net income on other assets 1 1 nm 1 1 nmChange in value of goodwill - - nm - - nmIncome before tax 247 215 (43.4%) 531 520 (30.8%)Tax (81) (69) (39.4%) (154) (150) (41.6%)Net income (after tax) from discontinuedactivities- - nm - - nmNet income 166 146 (45.0%) 377 370 (25.3%)Minority interests (5) (5) nm (12) (12) nmNet income Group share 171 151 (43.2%) 389 382 (22.6%)* Restated for revaluation of loan hedges, and before cost of adjustment planDuring the second quarter of 2012, Financing activities proved resilient on the whole. As announced on14 December 2011, the new " Distribute To Originate " model was gradually rolled out during the second quarterand the first partnerships were set up, namely with Predica in the local authority segment. As in the previousquarters, to reduce its financing requirements, Crédit <strong>Agricole</strong> CIB continued its disposal program, and sold 1.4billion euros of loans. Since 2011, it has sold a total of 9 billion euros at an average discount of 2.2%. InCommercial banking, following a period of significant reduction in production, business picked up in the secondquarter, and Crédit <strong>Agricole</strong> CIB restored its position as No. 1 in the syndication business in Western Europe andthe EMEA region (Source: Thomson Financial).Revenues include -39 million euros for the cost of loans disposals under the adjustment plan. Loan hedgesproduced a stronger impact in the second quarter, with revenues of 72 million euros compared with 10 millioneuros in the previous quarter, which reflected deterioration in the financial position of counterparties.After remaining relatively low over the past several quarters, in the second quarter of 2012, the cost of riskregistered a charge of 84 million euros, an increase of 68.1% on the second quarter of 2011. This incorporatesnon-material charges to specific reserves for a limited number of deals.In all, net income group share in Financing activities was 151 million euros 4 in the second quarter of 2012, down43.2% on the second quarter of the previous year.4 Restated for revaluation of debt issues and impact of adjustment planPage 22 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the Registration document 2011 - A03Capital markets and investment banking(in millions of euros) Q2-12 Q2-12*ChangeQ2*/Q2*H1-12 H1-12*ChangeH1*/H1*Revenues 824 599 (16.9%) 1,724 1,498 (8.9%)Operating expenses (596) (596) (4.3%) (1,198) (1,238) (4.8%)Gross operating income 228 3 (97.0%) 526 260 (24.3%)Cost of risk (17) (17) +38.2% (21) (21) x 3.3Operating income 211 (14) nm 505 239 (29.0%)Equity affiliates - - nm - - nmNet income on other assets 11 11 nm 11 11 nmChange in value of goodwill - - nm - - nmIncome before tax 222 (3) nm 516 250 (26.4%)Tax (93) (12) (56.1%) (189) (93) (17.0%)Net income (after tax) from discontinuedactivities- - nm - - nmNet income 129 (15) nm 327 157 (31.0%)Minority interests 4 1 (63.1%) 10 6 (6.7%)Net income Group share 125 (16) nm 317 151 (31.7%)* Restated for revaluation of debt issues and before cost of adjustment planIn the second quarter, results were upheld in Capital markets and-investment banking this quarter but wereadversely affected by a downturn in capital market activities following a very strong first quarter. In the secondquarter, Crédit <strong>Agricole</strong> CIB won market share in the primary bond market, moving up to No. 4 for all euro issuescombined (source: Thomson Financial). Business in fixed-income derivatives was also solid in a weakened andfairly inactive market.In the Equity business, two major transactions were announced in July. The first one, on 20 July 2012, concernsCLSA with the announcement of the sale by Crédit <strong>Agricole</strong> CIB to CITICS International of 19.9% interests inCLSA, and the attribution of a put option to Crédit <strong>Agricole</strong> CIB for CITICS International to acquire the remaining80.1% interest in CLSA. The second, on 17 July 2012, concerns Cheuvreux, with the announcement of the entryinto exclusive negotiations with Kepler Capital Markets concerning the merger of Crédit <strong>Agricole</strong> Cheuvreux andKepler. These two transactions did not produce any financial impact on the accounts for the second quarter of2012.In Capital markets and investment banking, revenues in the second quarter include a high positive impact fromthe revaluation of debt issues (224 million euros). This impact, which was modest in the previous quarters (1million euros in the first quarter of 2012), reflects deterioration in Crédit <strong>Agricole</strong> S.A.’s refinancing conditionsduring the second quarter. Restated for this impact, revenues were 599 million euros, a limited decline of 16.9%by comparison with the second quarter of the previous year.Page 23 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the Registration document 2011 - A03Discontinuing operations(in millions of euros) Q2-12 Q2-12*ChangeQ2*/Q2H1-12 H1-12*ChangeH1*/H1Revenues 37 37 nm (298) 65 nmOperating expenses (23) (23) (14.8%) (50) (50) +0.0%Gross operating income 14 14 nm (348) 15 nmCost of risk (27) (27) +28.6% (78) (39) (49.9%)Operating income (13) (13) (81.9%) (426) (24) (81.0%)Equity affiliates - - - - nmNet income on other assets - - - - nmChange in value of goodwill - - - - nmIncome before tax (13) (13) (81.9%) (426) (24) (81.0%)Tax 6 6 (73.9%) 159 14 (87.2%)Net income (after tax) from discontinuedactivities- - nm - - nmNet income (7) (7) (85.7%) (267) (10) (88.0%)Minority interests - - (6) - nmNet income Group share (7) (7) (85.4%) (261) (10) (88.1%)*Restated for impact of adjustment planThe discontinuing operations’ net income Group share was negligible in the second quarter. It amounted to -7million euros with no impact linked to the adjustment plan.Page 24 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the Registration document 2011 - A036. CORPORATE CENTRE(in millions of euros) Q2-12ChangeQ2/Q2H1-12ChangeH1/H1Revenues (503) nm (214) (22.0%)Operating expenses (214) (15.4%) (437) (5.7%)Gross operating income (717) x3.4 (651) (11.7%)Cost of risk (20) (58.3%) (10) (76.3%)Operating income (737) x2.9 (661) (14.7%)Equity affiliates (24) nm (52) nmNet income on other assets 2 x2.3 (4) x6.1Income before tax (759) x3.0 (717) (7.5%)Tax 61 (51.2%) 4 (98.5%)Net income (698) x5.4 (713) +36.2%Minority interests 41 2.6% 87 (1.4%)Net income Group share (739) x4.4 (800) +30.8%In the second quarter of 2012, Corporate Centre revenues amounted to -503 million euros, compared with +43million euros in the second quarter of 2011. The main item in the second quarter was an impairment charge of427 million euros on the Intesa Sanpaolo shares.It is worth noting that the second quarter of 2011 incorporated high revenues from financial management due tothe sharp rise in the return on inflation-indexed assets.Furthermore, operating expenses fell by 15.4% year-on-year in the second quarter of 2012.Page 25 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the Registration document 2011 - A03CRÉDIT AGRICOLE GROUP CONSOLIDATED RESULTS(in millions of euros) Q2-12ChangeQ2/Q2H1-12ChangeH1/H1Revenues 8,398 (8.1%) 17,492 (3.5%)Operating expenses (5,319) +0.0% (10,545) (0.0%)Gross operating income 3,079 (19.5%) 6,947 (8.2%)Cost of risk (1,394) (12.4%) (3,504) +25.5%Operating income 1,685 (24.5%) 3,443 (28.0%)Equity affiliates 74 +12.4% 137 +5.3%Net income on other assets 44 nm 40 nmChange in value of goodwill (6) (98.4%) (6) (98.4%)Income before tax 1,797 (6.0%) 3,614 (20.2%)Tax (880) (9.1%) (1,881) (3.0%)Net gain on discontinued operations 2 (87.1%) 4 (69.2%)Net income 919 (4.4%) 1,737 (33.2%)Net income Group share 863 (2.1%) 1,667 (30.8%)In the second quarter, the Group enhanced its financial strength, with a Core Tier 1 (Basel 2.5) ratio of 11.3%, or110 basis points higher than at the end of 2011.The Group's loans outstanding rose by 3.9% year-on-year to 805.6 billion euros, due mainly to the 2.4% growth inlending over twelve months in French retail banking alone. In terms of funding sources, the Group's on-balancesheet customer deposits were up by 9.9% year-on-year, rising by over 61 billion euros to 678.1 billion euros. TheRegional Banks and LCL boosted their on-balance sheet deposits by 7.7% over the same period.Crédit <strong>Agricole</strong> Group's revenues fell by 8.1% year-on-year to 8,398 million euros in the second quarter of 2012.Over this period, despite the sluggish business climate, French retail banking remained strong, with a 1.3%increase in revenues.Expenses were controlled and remained stable.The cost of risk, which includes -377 million euros in cost of risk for Emporiki, declined by 12.4%. Excluding theimpact of the support plan to Greece, the cost of risk to loans outstanding represented 61 basis points in thesecond quarter of 2012, compared with 63 basis points in the second quarter of 2011.In all, net income Group share was 863 million euros in the second quarter of 2012, relatively stable bycomparison with the second quarter of 2011.Page 26 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the Registration document 2011 - A03*****Crédit <strong>Agricole</strong> S.A.'s financial information for the second quarter of 2012 consists of this press release and the attached presentation. Allregulated information, including the registration document, is available on the website www.credit-agricole.com/Finance-and-Shareholdersunder "Financial information" and is published by Crédit <strong>Agricole</strong> S.A. pursuant to the provisions of article L. 451-1-2 of the Code <strong>Mo</strong>nétaireet Financier and articles 222-1 et seq. of the AMF General Regulation.INVESTOR RELATIONS + 33 1.43.23.04.31Denis Kleiber + 33 1.43.23.26.78Nathalie Auzenat + 33 1.57.72.37.81 Marie-Agnès Huguenin + 33 1.43.23.15.99Sébastien Chavane + 33 1.57.72.23.46 Aurélie Marboeuf + 33 1.57.72.38.05Fabienne Heureux + 33 1.43.23.06.38DisclaimerReview procedures have been conducted by the statutory auditors on the half-year consolidated summarised accounts. The statutory auditors' review reportis being issued.This presentation may include prospective information on the Group, supplied as information on trends. This data does not represent forecasts within themeaning of European Regulation 809/2004 of 29 April 2004 (chapter 1, article 2, §10).This information was developed from scenarios based on a number of economic assumptions for a given competitive and regulatory environment.Therefore, these assumptions are by nature subject to random factors that could cause actual results to differ from projections.Likewise, the financial statements are based on estimates, particularly in calculating market value and asset depreciation.Readers must take all these risk factors and uncertainties into consideration before making their own judgement.Applicable standards and comparabilityThe figures presented have been prepared in accordance with IAS 34.Page 27 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the Registration document 2011 - A03Slides from presentation of resultsSecond quarterandfirst half 2012 results28 August 2012DisclaimerThis presentation may include prospective information on the Group, supplied as information on trends.This data does not represent forecasts within the meaning of European Regulation 809/2004 of 29April 2004 (chapter 1, article 2, §10).This information was developed from scenarios based on a number of economic assumptions for agiven competitive and regulatory environment. Therefore, these assumptions are by nature subject torandom factors that could cause actual results to differ from projections.Likewise, the financial statements are based on estimates, particularly in calculating market value andasset impairment.Readers must take all these risk factors and uncertainties into consideration before making their ownjudgement.The figures in this document have been drawn up in accordance with IAS 34.Procedures for a limited review of the half year consolidated summarised accounts of Crédit <strong>Agricole</strong>S.A have been carried out. The report on the limited review is in the process of being published.Note:The Crédit <strong>Agricole</strong> Group scope of consolidation comprises: the Regional Banks, the LocalBanks and Crédit <strong>Agricole</strong> S.A. and their subsidiaries. This is the scope of consolidation used bythe French and European regulatory authorities to assess the Group's liquidity and solvency.Crédit <strong>Agricole</strong> S.A. is the listed entity. It owns ~ 25% of the Regional Banks and its subsidiaries inits business lines (French retail banking, International retail banking, Specialised financial services,Asset management, Insurance and Private banking, and Corporate and investment banking).2SECOND QUARTER AND FIRST HALF 2012 RESULTSPage 28 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the Registration document 2011 - A03ContentsI. Crédit <strong>Agricole</strong> GroupKey messagesActivityBusiness and resultsFinancial structureII. Crédit <strong>Agricole</strong> S.A.Key messages and overview of resultsUpdate on adjustment planResults by business lineFinancial structureIII. Liquidity and fundingAppendices3SECOND QUARTER AND FIRST HALF 2012 RESULTSCRÉDIT AGRICOLE GROUPHighlights of the quarterFinancial strengthincreased11.3% Core Tier 1 ratio (Basel 2.5): +110bp compared to end-2011Available liquidity reserves: €151bn (+€41bn compared to end-2011)Results stablecompared to Q2-11and Q1-12Net income Group share: €863m (down 2.1% YoY in Q2)Adjustment planahead of scheduleReduction in risk-weighted assets: plan completedReduction in funding needs: 76% of target achievedCrédit <strong>Agricole</strong> S.A. actively continues to refocus its business activitiesIn spite of asluggishenvironment,retail bankingcontinues togrow in FranceRevenues in French retail banking: +1.3% (YoY in Q2)Total loans outstanding: up 2.4% year-on-yearOn-balance sheet deposits Total deposits: +7.7%Passbook accounts: +6.4%4SECOND QUARTER AND FIRST HALF 2012 RESULTSPage 29 sur 237
Dec 11RetainedearningsMutual sharesissuesChange inunderlyinggains orlossesAdjustmentplanSale ofcorrelationbookChange inactivity andotherJune 12Crédit <strong>Agricole</strong> S.A.Update of the Registration document 2011 - A03CRÉDIT AGRICOLE GROUPIncome statement for Q2-12 and H1-12€m Q2-12 Q2/Q2 H1-12 H1/H1Revenues 8,398 (8.1%) 17,492 (3.5%)Operating expenses (5,319) +0.0% (10,545) (0.0%)Gross operating income 3,079 (19.5%) 6,947 (8.2%)Cost of risk (1,394) (12.4%) (3,504) +25.5%Operating income 1,685 (24.5%) 3,443 (28.0%)Equity affiliates 74 +12.4% 137 +5.3%Net income on other assets 44 nm 40 nmChange in value of goodwill (6) (98.4%) (6) (98.4%)Pre-tax income 1,797 (6.0%) 3,614 (20.2%)Tax (880) (9.1%) (1,881) (3.0%)Net gain on discontinued operations 2 (87.1%) 4 (69.2%)Net income 919 (4.4%) 1,737 (33.2%)Net income Group share 863 (2.1%) 1,667 (30.8%)5SECOND QUARTER AND FIRST HALF 2012 RESULTSCRÉDIT AGRICOLE GROUPSolvency ratios• Core Tier 1 ratio: 11.3% at 30 June 2012(Basel 2.5), 110 basis points higher than at31 December 2011• New issues of mutual shares in Q2-12 (~ €250m),for a total impact of 8 basis points on Core Tier 1in H1-12• Adjustment plan for CIB and SFS ongoing(impact: +19 basis points)• Sale of market risk of correlation book completed(impact: +38 basis points)• EBA ratio: 10.7% at 30 June 2012Solvency ratios (Basel 2.5*)13,8% 13,5% 13,9% 14,3%11,9% 11,9% 12,4% 12,7%10,4%10,9% 11,3%10,2%June 11 Dec 11 March 12 June 12CRD Ratio o/w Tier 1 o/w Core Tier 1* Implementation of CRD3 as from 31 December 2011Change in Core Tier 1 in H1-12• Target CET1 Basel 3 (fully loaded)reaffirmed: > 10% by end-201310,2%+26bp+8bp+9bp+19bp+38bp+10bp11,3%6SECOND QUARTER AND FIRST HALF 2012 RESULTSPage 30 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the Registration document 2011 - A03CONTENTSI. Crédit <strong>Agricole</strong> GroupKey messagesActivityBusiness and resultsFinancial structureII. Crédit <strong>Agricole</strong> S.A.Key messages and overview of resultsUpdate on adjustment planResults by business lineFinancial structureIII. Liquidity and fundingAppendices7SECOND QUARTER AND FIRST HALF 2012 RESULTSCRÉDIT AGRICOLE S.A.Key messagesResults held up well in adifficult climateReported net income Group share €111m in Q2-12Normalised net income Group share* €851m in Q2-12Good level of businessin Retail bankingFrench retail banking Loans outstanding +2.4% vs June 2011On-balance sheet deposits +7.7% vs June 2011Asset management AUM up €33bn on Dec. 2011Substantialimprovement insolvency ratioSignificant eventsCore Tier 1 ratio 9.6% (up 100bp vs Dec 2011)Equity investments: ownership interest in Intesa Sanpaolo dropped below 2%threshold (impairment of €427m), stake in Bankinter diluted to less than 20% inAugust and completion of the disposal of BES VidaEmporiki: binding offers submitted by several Greek banks in AugustBrokerage firms: in July, completion of the first tranche of the CLSA transactionand exclusivity period for CheuvreuxHigh facial tax rate due to non recognition of deferred tax assets, notably forGreece and Intesa Sanpaolo* Before: impairment of shares (Intesa Sanpaolo and Sacam International), Greece, revaluation of debt issues, adjustment plan8SECOND QUARTER AND FIRST HALF 2012 RESULTSPage 31 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the Registration document 2011 - A03CRÉDIT AGRICOLE S.A.Analysis of Q2-12 net income Group shareNormalised* net income Group share by business line4139948173( 312 )430Retail bankingSavingsmanagementIRB excl.GreeceSFS CIB CorporatecenterNet income Group share (€m)140( 370)851( 16)( 494)111 111Q2-12 normalised* Revaluation of debt Emporiki contribution Cost of the plan Depreciation ofissuesIntesa Sanpaolo andSACAM InternationalsharesQ2-12 published* Before: Impairment of Intesa Sanpaolo and SACAM International shares, Greece, revaluation of debt issues, adjustment plan11SECOND QUARTER AND FIRST HALF 2012 RESULTSCRÉDIT AGRICOLE S.A.Detailed impacts of specific items€m Q2-12 Q2-11RevenuesAdjustment plan – impact of CIB portfolio disposalsEmporiki contributionRevaluation of debt issuesImpairment of Intesa Sanpaolo shares(117)(39)125224(427)255(1)17482-Operating expensesEmporiki contributionCost of riskAdjustment plan – write-backs in SFSGreece – Emporiki (excl. PSI and business sector and country risk provision)Greece – Emporiki PSIGreece – business sector and country risk provisionPSI: insuranceEquity affiliatesImpairment of SACAM InternationalChange in value of goodwillEmporiki goodwill impairmentTaxEmporiki – DTA impairmentImpact of above-listed items(146)(146)(365)12(234)-(143)-(67)(67)--(58)-(58)(133)(133)(479)-(277)(71)-(131)--(359)(359)(143)(148)512SECOND QUARTER AND FIRST HALF 2012 RESULTSPage 33 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the Registration document 2011 - A03CRÉDIT AGRICOLE S.A. BUSINESS LINESFrench retail banking– Regional Banks• Balanced business growth• Improved loan-to-deposit ratio at 127% versus 129%at end-December• Sharp rise in on-balance sheet deposits- On-balance sheet customer assets: up 6.4% YoY in Q2, withtime deposits up 22.9%- Off-balance sheet customer deposits down 3.9% YoY due tocustomer risk aversion for securities• <strong>Le</strong>nding: loans outstanding up 2.8% YoY in Q2- Home loans up 4.3%- <strong>Le</strong>nding to SME’s and small business customers resilient- Consumer credit outstandings down• Operating income: up 2.6% YoY in Q2• Revenues: down 0.3% YoY in Q2 excluding homepurchase savings schemes and impairment of SacamInternational shares- Revenues from customer business resilient (excluding homepurchase savings schemes) owing to persistently solid marginsand despite 3.9% fall in fee and commission income,particularly on securities- -€268m impairment loss (-€67m on contribution to net incomeGroup share) on Sacam International shares (Group companycarrying the Regional Bank’s equity investments in Emporikiand Cariparma)• Costs under control: +1.2% YoY in Q2• Cost of risk: down 52.2% YoY in Q2- Impaired loan ratio representing 2.4% at end-June 2012(stable compared with June 2011)- Ratio of reserves ( including collective reserves) to impairedloans: 107.8% at end-June 201217Activity indicators (€bn)Customer assetsSECOND QUARTER AND FIRST HALF 2012 RESULTS544.7 542.6 550.2 556.2 554.4243.0 236.7 234.6 238.6 233.5301.7 305.9 315.6 317.6 320.9Jun 11 Sept 11 Dec 11 March 12 June 12Contribution to Crédit <strong>Agricole</strong> S.A. net income Groupshare€m Q2-12 Q2/Q2 H1-12 H1/H1Revenues 3,173 (5.6%) 6,592 (3.6%)Operating expenses (1,871) +1.2% (3,704) +1.2%Gross operating income 1,302 (13.9%) 2,888 (9.2%)Cost of risk (216) (52.2%) (549) (33.7%)Operating income 1,086 +2.6% 2,339 (0.6%)Crédit <strong>Agricole</strong> S.A. netincome Group share (~ 25%)Off balancesheetBalancesheet173 (14.0%) 545 (5.2%)Cost/income ratio 59.0% +4.0 pts 56.2% +2.7 pts383.7Customer Loans388.4 390.6393.7 394.3June 11 Sept 11 Dec 11 March 12 June 12Consolidated data of the 38 equity-accounted Regional Banks restated for intragrouptransactions (including the dividends received from Crédit <strong>Agricole</strong> S.A. by the Regional Banks)THE BUSINESS LINES OF CREDIT AGRICOLE S.A.French retail banking – LCL• Customer loans: up 0.7% year-on-year• Home loans up 3.1%• High level of SME loan outstandings on the back of stronggrowth in H1-11 (+7.4% to June 2011 from June 2010)• Customer assets: up 1.6% year-on-year• Continued growth in on-balance sheet (13.7%) driven bytime and demand deposits• Improved loan-to-deposit ratio to 116% at end-June 2012vs 129% at end-June 2011• Operating income up 1.0%* YoY in Q2, and 1.2%*YoY in H1• Revenues resilient YoY in Q2 (up 0.1% excluding homepurchase savings schemes) owing to upturn in net interestincome- Interest margin up 5.4% YoY in Q2* due to improvement in lendingmargins and the reduction in the cost of long-term funds- Fee and commission income (down 6.1% YoY in Q2)* adverselyaffected by volume decline, particularly in customer securitiestransactions• Operating expenses under control, up 1.2% YoY in Q2• Impaired loan ratio unchanged at 2.4% and impaired loancoverage ratio up to 77.4% from 76.7% at end-March2012Activity indicators (€bn)Customer assetsCustomer loans143.2149.1 151.587.187.878.2+0.7%73.9+11.4%80.880.5OffbalancesheetBalance77.662.7 68.3sheetJune 10 June 11 June 12June 10 June 11 June 12LCL contribution to Crédit <strong>Agricole</strong> S.A. results€m Q2-12 Q2/Q2 H1-12 H1/H1Revenues 1,001 +2.2% 2,013 +2.3%Operating expenses (630) +1.2% (1,246) +0.9%Gross operating income 371 +3.8% 767 +4.6%Cost of risk (66) (12.5%) (144) (7.2%)Operating income 305 +8.2% 623 +7.7%Net income Group share 190 +2.6% 394 +3.5%Cost/income ratio 63.0% (0.6 pt) 61.9% (0.8 pt)* Excluding write-backs of Cheque Image Exchange fine in Q1-12 and home purchase savings schemes in Q2-1218SECOND QUARTER AND FIRST HALF 2012 RESULTSPage 36 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the Registration document 2011 - A03THE BUSINESS LINES OF CREDIT AGRICOLE S.A.International retail banking – Cariparma• In spite of difficult economic conditions (Italian GDPgrowth forecast: -2% in 2012), revenues and resultsresilient: lending and margins maintained, net incomeGroup share up 6.2% YoY in Q2• Deposits stabilised: customer liquidity surplus of €1.2bn,helping to finance the Group's other activities in Italy• <strong>Le</strong>nding: up 0.4% on 31/12/2011 (excluding financing of Group’s otheractivities), compared with a 1.0%*** decline for the market.- Retail customer loans: up 1.4%, sustained by home loans- Business customer loans: down 0.6%, in line with market trend• Deposits maintained in a highly competitive market, mainly owing tolong-term deposits from households• Healthy momentum to meet higher cost of risk• Revenue growth: +9.0% YoY in Q2, +5.5% YoY in H1- Interest margins maintained, increase in fee and commission income driven bygrowth of production in life insurance and private banking• Extensive cost-cutting programmes launched- Network processes and organisation undergoing review- Implementation of voluntary departure plan: cost €54m provisioned in Q2 tocover about 400 departures by end-2014• Cost of risk adversely affected by economic deterioration, yet belowItalian market average- Cost of risk / outstandings: 98bp in H1- Impaired loan ratio: 7.1%, with cover rate: 44.5%• Tax relief of €47m in Q2 and €51m in H1Outstanding loans and deposits (€bn)33.233.632.8 32.733.833.834.9 34.933.6 33.7June 11 Sept 11 Dec 11 March 12 June 12Cariparma contribution to Crédit <strong>Agricole</strong> S.A.resultsLoansDeposits€m Q2-12 Q2/Q2 H1-12 H1/H1Revenues 429 +9.0% 829 +5.5%Operating expenses* (255) +8.0% (506) +9.1%Cost of departure plan (54) nm (54) nmGross operating income 120 (14.6%) 269 (9.2%)Cost of risk (89) +68.8% (162) +50.2%Tax 26 nm (7) nmNet income 57 +5.9% 100 (10.5%)Net income Group share 41 +6.2% 72 (10.5%)Cost/income ratio* 59.2% -0.6pt 60.9% +1.1pt* Excl. cost of departure plan in Q2-12 and integration costs in H1-11** Net income Group share including the gain on the disposal of CA Vita (sold to CAA in Q1-12)*** Source: Associazione Bancaria ItalianaCariparma group net income Group share (incl. Calit):€166m in H1-12**, o/w €50m in Q2-1219 SECOND QUARTER AND FIRST HALF 2012 RESULTSTHE BUSINESS LINES OF CREDIT AGRICOLE S.A.International retail banking – Emporiki• Binding offers submitted by several Greek banks• Subject to usual regulatory approvals, the HFSF’s approval andthe European Commission’s review of compliance with State aidrules• Crédit <strong>Agricole</strong> S.A.'s net funding to Emporiki Bank was€4.6bn at 30 June down to €2.3bn after the €2.3bn capitalincrease at the end of July• Access to ELA funding obtained in June• Reduction of ECB refinancing• Shipping portfolio: transfers to take place starting in September• Q2-12 results• No impact from ongoing disposals of the Romanian, Bulgarianand Albanian subsidiaries to Crédit <strong>Agricole</strong> S.A.• Revenues decreased owing to the higher cost of deposits• Expenses up €22m QoQ in Q2, half of this due to the 140incentivised departures in Q2 and to higher taxes• Cost of risk- Business sector and country risk provision in Q2: €143m- NPL ratio: 36.8% (up 0.9pp QoQ in Q2), with 57.3% cover rate• o/w loans to corporates cover rate: 76,8%Exposure of Crédit <strong>Agricole</strong> S.A. to Emporiki Bank(€bn)0,89,90,77,81,3Emporiki Group contribution to Crédit <strong>Agricole</strong> S.A.results€m Q2-12 Q2/Q2 H1-12 H1/H1Revenues 125 (28.6%) 286 (21.8%)Operating expenses (146) +9.2% (270) +2.1%Gross operating income (21) ns 17 (83.7%)Cost of risk (377) +8.5% (1,207) x2.1o/w PSI and other - nm (344) nmo/w Business sector and countryrisk prov0,6 0,45,5 4,6 4,6(143) nm (314) nmTax 12 nm (121) (21.6%)2,72,330/06/11 30/09/11 31/12/11 31/03/12 30/06/12 Pro forma30/06*CapitalNet refinancing* After €2.3 bn capitalincrease in JulyNet income (386) (52.7%) (1,311) +33.8%Net income Group share (370) (52.4%) (1,275) +39.1%20 SECOND QUARTER AND FIRST HALF 2012 RESULTSPage 37 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the Registration document 2011 - A03THE BUSINESS LINES OF CREDIT AGRICOLE S.A.Savings management*• Solid business momentum enhanced by highlypositive market effect: assets under management up€33bn in H1-12• Amundi: high inflows across all customer segments excl.branch networks• Life insurance funds under management up 1.0%, excludingBes Vida (€5.4bn of funds under management at 31/12/11 )• Private banking: modest net outflows owing to competitionfrom on-balance sheet deposits in France and by concernsover the eurozone• CACEIS: assets under custody and administration up inH1-12- robust business growth combined with a positive market effect onbonds- sharp rise in cash deposits• Net income Group share up 9.9% YoY in H1• Amundi: net income Group share: €186m in H1-12; furthercost reductions (-7.3% YoY in H1)• Crédit <strong>Agricole</strong> Assurances: contribution of €545m in H1-12including €28m gain on the disposal of Bes Vida in Q2-12• Crédit <strong>Agricole</strong> Private Banking: contribution of €57m (down12.8% YoY in H1)• CACEIS: net income Group share up sharply to €80m(+25.4% YoY in H1)Note: PSI impact in H1-11: - €81m in net income Group share and in H1-12: -€35m(Insurance)Assets under management (€bn)1,066.01,006.41,039.4131,1126,3 13,8 2,3 ( 1,7 ) 18,7128,1222,7712,2221,5Life insuranceAssetmanagementPrivatebankingMarket, scopeand currency218,4effect658,6 692,9June 11 Dec 11 June 12PrivatebankingLifeinsuranceAssetmanagementAsset servicing (CACEIS) June 12 Dec 11 June 11 June/DecAssets under custody 2,388 2,259 2,399 +5.7%Funds under administration 1,109 1,040 1,076 +6.6%Business line contribution to Crédit <strong>Agricole</strong> S.A. results€m Q2-12 Q2/Q2 H1-12 H1/H1Revenues 1,215 (8.9%) 2,602 (1.7%)Operating expenses (606) (3.1%) (1,194) (3.7%)Gross operating income 609 (14.0%) 1,408 +0.1%Cost of risk (4) nm (55) (49.8%)Tax (187) (10.1%) (428) (1.4%)Net income – Group share 413 +19.0% 868 +9.9%21* Asset management, Insurance, Private Banking, Asset servicingSECOND QUARTER AND FIRST HALF 2012 RESULTSCost/income ratio 49.9% (3.0 pt) 45.9% (1.0 pt)THE BUSINESS LINES OF CREDIT AGRICOLE S.A.Asset management – Amundi• A solid level of business with assets undermanagement up 5.2% in H1-12• No. 1 in mutual fund deposits in Europe in the first half of2012*• High inflows across all customer segments other thanbank networks: up €20.9bn on Dec. 2011- +€13.4bn in the institutional and corporate segments, driven bymoney market funds- +€2.2bn for third-party distributors, mainly in Europe (of which€1.8bn in long-term assets)- +€5.3 bn in employee savings, with assets up 16.6% in the firsthalf• Outflows from the bank networks continued, albeit at aslower pace (-€7.1bn on Dec 11 )• Results persistently high• Income from fixed fees down owing to less favourableproduct mix• Solid performance-based commissions (€61m in H1-12against €43m in H1-11)• Continued cost reductions (down 7.3% YoY in H1)• Cost/income ratio maintained at a highly competitive55.4%** in H1-12Growth in assets under management* (€bn)712.2658.614%InstitutionsEmployee Market and13% & corporatessavingscurrencyimpact19%+13.4 management18%+5.3 +20.5Third-partyBankdistributorsnetworks+2.2(7.1)49%51%5% 5%5%8% 8%8%5% 5%5%June 11 Dec 11 June 12Amundi contribution to Crédit <strong>Agricole</strong> S.A. results€m Q2-12 Q2/Q2 H1-12 H1/H1H1/H1**Revenues 330 (12.4%) 750 (0.5%) (8.4%)Operating expenses (195) (7.5%) (382) (7.3%)Gross operatingincome135 (18.6%) 368 +7.8% (9.7%)Net income 95 (18.3%) 253 +3.0%Net income Groupshare692.9CAC 40 3,982 3,160 3 ,19712%20%50%70 (18.3%) 185 +2.8%Change inH1-12equitiescashbondsspecialiseddiversifiedstructuredguaranteedCost/income ratio 59.0% +3.1 pts 55.4%** +0.7 pt*** Source: Lipper FMI, scope of funds opened at end-June 2012** Restated for gain on disposal for €60 m in Q1-1222SECOND QUARTER AND FIRST HALF 2012 RESULTSPage 38 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the Registration document 2011 - A03THE BUSINESS LINES OF CREDIT AGRICOLE S.A.Insurance• Mixed performance in different markets• Premium income in life insurance in France fell by 14.9% QoQ inQ2• Further growth in Property & Casualty insurance in France (up5.1% YoY in Q2 compared with a rise of 4%* for the market)• In creditor insurance, business was again driven by residentialmortgage loans but was hurt by the slowdown in consumerfinance• Continued recovery in international businesses (up 6%** QoQ inQ2)• Life insurance funds under management: €218.4bn,including €39.2bn in unit-linked accounts (up 1.0%on Q4-11**)• Conservative and innovative management ofinvestments• Sale of an additional €3bn of peripheral sovereign debt in Q2-12• Investments in new asset classes for financing the Frencheconomy (local authorities)• Net income Group share solid at €281m in Q2-12• Revenues down YoY in Q2: stake in Bes Vida sold (revenues of€11m in Q2-11) and unfavourable base effect• Operating expenses under control and stable YoY in Q2***• €28m gain on disposal of Bes Vida shares to BES* Source FFSA ** Restated for BES Vida, excluded from scope of consolidation as from Q2-12*** Excluding non-recurring gains related to PSI losses (deductible from tax bases)23SECOND QUARTER AND FIRST HALF 2012 RESULTSChange in premium income** (€m) (French GAAP)6 6577322874955 1435 117 5 129807 642230 265459 4623 621 3 7606 2887402189854 3455 2597852565203 698Q2-11 Q3-11 Q4-11 Q1-12 Q2-12Int'l subsidiaries (lifeand P&C, excl.creditor insurance)Creditor insuranceProperty and casualtyFranceLife insurance FranceContribution of Crédit <strong>Agricole</strong> Assurances toCrédit <strong>Agricole</strong> S.A. results€m Q2-12 Q2/Q2 H1-12 H1/H1Revenues 494 (14.3%) 1,069 (5.7%)Operating expenses (129) (8.6%) (256) (9.3%)Gross operating income 365 (16.2%) 813 (4.5%)Cost of risk - nm (52) (59.8%)Net income on other assets 28 nm 28 nmTax (112) (4.3%) (242) (2.4%)Net income Group share 281 +41.2% 545 +13.6%Cost/income ratio 26.1% +1.6 pt 24.0% (0.9 pt)THE BUSINESS LINES OF CREDIT AGRICOLE S.A.Specialised financial services• Managed reduction in business activity andliquidity consumption• CACF consolidated outstandings: down €1.3bn QoQ in Q2- Market slowdown and adjustment plan- Sales of non-performing loans: -€0.6bn• CACF: continued diversification of external funding sourceswith €3.7bn raised since 30 June 2011• CAL&F: loan book contracted in keeping with adjustment plan• Results improved QoQ in Q2• Revenues contracted owing to volume decline, partly offset byhigher margins• Operating expenses down sharply due to efforts to improveoperating efficiency• Cost of risk stable YoY in Q2 excluding additional provision forAgos- Consumer finance - France: decline since Q3-11 continued YoY inH1- Consumer finance - international: deterioration mainly in Italy forAgos• Additional provision of €84m in Q2 (€37m in net income Groupshare), against €280m in Q1• Non-performing loans / total outstandings: 13.8% at end-June 2012,84% covered• Measures adopted in relation to governance and risk management- CAL&F: stable YoY in Q2, but with a different breakdown (€11mfor Emporiki <strong>Le</strong>asing in Q2-12 vs. €20m in Q2-11, provisionsbooked for several international files in Q2-12)Activity of the business line (€bn)Consumercredit(CACF)<strong>Le</strong>asing andfactoring(CAL&F)€m Q2-12 Q2-12**Q2/Q2**H1-12 H1-12** H1/H1**Revenues 884 884 (11.2%) 1,805 1,805 (9.7%)Operating expenses (384) (384) (10.1%) (794) (794) (6.4%)Gross operating income 500 500 (12.0%) 1,011 1,011 (12.2%)Cost of risk (444) (372) +3.8% (1,069) (751) +11.1%Tax (34) (53) (25.9%) (37) (120) (26.5%)Net income Groupshare78,4 78,1 78,3 77,3 76,1*12,9 12,9 13,3 13,0 13,113,3 13,3 13,4 13,3 13,352,2 51,9 51,6 51,0 49,7Consolidated loanbookJune 11 Sept 11 Dec 11 March 12 June 12* 37% in France, 36% in Italy and 27% in other countriesJune 11 June 12June/JuneManaged leasing portfolio 19.6 19.5 (1.0%)o/w France 15.6 15.4 (1.3%)Factored receivables 32.2 28.6 (11.4%)o/w France 19.0 18.8 (1.0%)Contribution of SFS to Crédit <strong>Agricole</strong> S.A. resultsManaged loanbook on behalf ofthird partiesCrédit <strong>Agricole</strong>Group56 84 (38.7%) 28 158 (46.8%)Cost/income ratio 43.4% 43.4% +0.5 pt 44.0% 44.0% +1.6 pt24SECOND QUARTER AND FIRST HALF 2012 RESULTS** Restated for impacts of the adjustment plan and additional provision for AgosPage 39 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the Registration document 2011 - A03THE BUSINESS LINES OF CREDIT AGRICOLE S.A.Corporate and investment banking• Net income Group share of ongoingactivities: €135m in Q2-12• Downturn in capital market activities from a veryhigh level in Q1-12• Financing activities resilient despite higher costof risk in Q2-12 in a persistently difficultenvironment• Operating expenses down 6.3% Q2*/Q2* (atconstant exchange rates)• Cost of discontinuing operationsnegligible in the second quarter• Limited impact of the adjustment plan inQ2-12 (-€39m on revenues fromFinancing activities)Net income Group share Q2-12 (€m)135Financingactivities151(16)Capital markets&investmentbankingCIB ongoingactivities*185Reevaluationof debtissues & loanhedges( 24 )( 7)Adjustmentplan impacts296 289CIB ongoing Discontinuingactivities operations*Contribution of ongoing activities toCrédit <strong>Agricole</strong> S.A. resultsCIBpublished€m Q2-12 Q2-12* Q2*/Q2* H1 -12 H1-12*H1*/H1*Revenues 1,348 1,091 (19.9%) 2,753 2,516 (13.9%)Operating expenses (830) (830) (3.3%) (1,666) (1,706) (3.0%)Gross operating income 518 261 (48.0%) 1,087 810 (30.4%)Cost of risk (101) (101) +62.2% (132) (132) (2.5%)* Restated for revaluation of debt issues (in revenues, Q2-12: +€224m; Q1-12: +€1m) andloan hedges (in revenues, Q2-12: +€72m; Q1-12: +€10m) as well as impacts of adjustmentplan (in revenues, Q2-12: -€39m; Q1-12: -€31m and in operating expenses, Q2-12: €0m;Q1-12:+€40m )Net income Group share 296 135 (58.3%) 706 533 (25.4%)Cost/income ratio 61.5% 76.0% +13.0 pts 60.5% 67.8% +7.6 pts25 SECOND QUARTER AND FIRST HALF 2012 RESULTSTHE BUSINESS LINES OF CREDIT AGRICOLE S.A.Financing activities• Gradual roll-out of new "Distribute To Originate"model• Initial partnerships set up, namely with Predica in thelocal authority segment• Continued sales of loans under adjustment plan: €1.4bnin Q2-12, for a total of €9.0bn at an average discount of2.2%Change in revenues* (€m)641393248526492358 336168 1561,2797934861,018694324Structured financeCommercial bankingand others• Commercial banking proved resilient with a pickupin origination over the quarter• Crédit <strong>Agricole</strong> CIB resumed its position as No. 1 in thesyndication business in France, in Western Europe and inthe EMEA region 1Q2-11 Q1-12 Q2-12 H1-11 H1-12Contribution of financing activities toCrédit <strong>Agricole</strong> S.A. results€m Q2-12 Q2-12*Q2*/Q2*H1-12 H1-12*H1*/H1*• Cost of risk: net charge of €84m• Non-material specific reserves booked for a limitednumber of deals1 Source: Thomson FinancialRevenues 524 492 (23.1%) 1,029 1,018 (20.3%)OperatingexpensesGrossoperatingincome(234) (234) (0.7%) (468) (468) +2.3%290 258 (36.1%) 561 550 (32.9%)Cost of risk (84) (84) +68.1% (111) (111) (13.7%)* Restated for loan hedges (in revenues, Q2-12: +€72m and Q1-12: +€10m) and impact ofadjustment plan (in revenues, Q2-12: -€39m and Q1-12: -€31m)Net incomeGroup share171 151 (43.2%) 389 382 (22.6%)26 SECOND QUARTER AND FIRST HALF 2012 RESULTSPage 40 sur 237
Dec 11RetainedearningsChange inunderlyinggains orlossesChange inactivity andothersAdjustmentplanDisposal ofthe correlationbookJune 12Crédit <strong>Agricole</strong> S.A.Update of the Registration document 2011 - A03THE BUSINESS LINES OF CREDIT AGRICOLE S.A.Capital markets and investment banking• Capital market activities stood up well inweak environment• Market share gains in primary bond market, but adownturn in Q2- Crédit <strong>Agricole</strong> CIB moved up to No. 4 for all euroissues combined 1• Good business performance in fixed-incomederivatives in a weak, fairly inert market• Equities: major transactions underway• 20 July 2012: sale by CACIB of 19.9% stake inCLSA to CITICS International, and put optiongranted to CACIB for the sale of the remaining80.1% to CITICS International• 17 July 2012: CACIB enters into exclusivenegotiations with Kepler Capital Markets to mergeCrédit <strong>Agricole</strong> Cheuvreux and Kepler No financial impact on the Q2-12 accountsChange in revenues* (€m)EquitiesFixed income7213503718993225775992783211,6447451,498600899 898Q2-11 Q1-12 Q2-12 H1-11 H1-12Capital markets and investment banking -Contribution to Crédit <strong>Agricole</strong> S.A. results€m Q2-12 Q2-12*Q2*/Q2*H1-12 H1-12*H1*/H1*Revenues 824 599 (16.9%) 1,724 1,498 (8.9%)Operating expenses (596) (596) (4.3%) (1,198) (1,238) (4.8%)Gross operatingincome228 3 (97.0%) 526 260 (24.3%)Cost of risk (17) (17) +38.2% (21) (21) x3.3Net income Groupshare125 (16) nm 317 151 (31.7%)1 Source: Thomson FinancialResidual stock of revaluation adjustments to debt issues at 30/06/2012: €1,235m27 SECOND QUARTER AND FIRST HALF 2012 RESULTS* Restated for revaluation of debt issues (in revenues, Q2-12: +224m; Q1-12: +€1m) andthe impact of the adjustment plan (in operating expenses, Q2-12: €0m; Q1-12: +€40m)CRÉDIT AGRICOLE S.A.: FINANCIAL STRUCTURESolvency ratios• Risk-weighted assets down €31.5bncompared to 31/12/11• mostly due to the adjustment plan and the transferof market risk of the correlation bookSolvency ratios (Basel 2.5)13,0% 13,4% 13,9% 14,1%11,9% 11,9%11,0% 11,2%9,4% 9,6%8,9% 8,6%• Core Tier 1 ratio up 100bp on 31/12/2011• Significant impact of increase in unrealised gainscompared with 31/12/2011: +21 bp• Continued implementation of adjustment plan forCIB and SFS: +26bp• Disposal of correlation book completed: +49 bpJune 11 Dec 11 March 12 June 12CRD Ratio o/w Tier 1 o/w Core Tier 1Change in Core Tier 1 in H1-12• Tier 1 and CRD ratios up 70bp on31/12/20118.6%+8bp +21bp -4bp +26bp+49bp9.6%28SECOND QUARTER AND FIRST HALF 2012 RESULTSPage 41 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the Registration document 2011 - A03CONTENTSI. Crédit <strong>Agricole</strong> GroupKey messagesActivityBusiness and resultsFinancial structureII. Crédit <strong>Agricole</strong> S.A.Key messages and overview of resultsUpdate on adjustment planResults by business lineFinancial structureIII. Liquidity and fundingAppendices29SECOND QUARTER AND FIRST HALF 2012 RESULTSLIQUIDITYChange in short-term debt and liquidity reserves• Reduction in net short-term market debt* betweenJune 2011 and June 2012: €60bn• Adjustment plan target: reduction of ST debt outstanding by€45bn between June 11 and Dec. 12• Resulting from:• Structural decline in the business lines' requirements(adjustment plan): €38bn• Substitution of short-term debt by MLT debt: €5bn at end-June2012• Use of liquidity reserves (repo'ing, access to Central Banks)• Available liquidity reserves at 30 June 2012:€151bn**, representing 137% of net short-term debt• Including €135bn in reserves eligible to Central banks• The available liquidity reserves do not include excess liquidity inthe form of overnight deposits with Central banks: €17bn atend-June 2012• New reserves are being constituted due to a broad base of veryhigh-quality assets available for securitisationChange in short-term debt and liquidityreserves** (€bn)185151701321271711015130 June 2011 30 June 2012Short term debt (net)Liquidity reserves**Central Banks depositsBreakdown of available liquidity reserves**(€bn)16 bn;11%67 bn; 44%60 bn; 40%8 bn; 5%Assets eligible to CentralBanksSecuritisation and selfsecuritisationtranchesLiquid market securitieseligible to Central Banks30* Outstanding debt within 370 days raised by the Group’s main treasury departments frommarket counterparties. Net of overnight deposits with Central banks.** Central banks available assets and assets that can be turned into cash in the market afterdiscount, excluding deposits with Central banksSECOND QUARTER AND FIRST HALF 2012 RESULTSLiquid market securitiesPage 42 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the Registration document 2011 - A03LIQUIDITY AND REFINANCINGShort term funding*• Crédit <strong>Agricole</strong> Group gross short term debtat 30 June 2012: €127bn• Surplus cash position with overnight deposits withCentral banks of €17bn in EUR and USDBreakdown of ST debt at end June2012 by currencyUSD21%Other3%GBP8%JPY 3% CHF 2%• Dollar position stable compared to 31 March 2012- Percentage of debt from USA: 5% of gross short-term debt- Percentage of debt in US dollars: 21% of gross short-termdebtEUR63%Breakdown of ST debt at end June 2012by countryJapan; 3%Switzerland; 4%UnitedKingdom;3%Ireland; 6%Benelux;4%UnitedStates; 5% Russia; 0% Germany;1%France;54%* Outstanding debt within 370 days raised by the Group’s main treasury departments from marketcounterpartiesOther; 20%31SECOND QUARTER AND FIRST HALF 2012 RESULTSLIQUIDITYMedium and long term funding• Crédit <strong>Agricole</strong> S.A. 2012 MLT market programme*(€12bn) exceeded at 15 August 2012• Programme 138% completed including issues carriedout at end-2011 above the 2011 programme• Programme 102% completed with funds raised since1 January 2012 (€12.2bn)• Average term: 6.8 years• Average spread vs. mid-swap: 132 bp• Access to additional funding, namely via customernetworks• Crédit <strong>Agricole</strong> S.A. bond issues through the RegionalBank branch networks: €2.5bn at 30 June 2012• LCL and Cariparma issues through their branchnetworks: €3.3bn at 30 June 2012• CACIB (mainly structured private placements): €2.6bnat 30 June 2012• CACF: €1.2bn at 30 June 20122012 MLT funds raised by Crédit <strong>Agricole</strong>S.A. on the markets by segment at 15 August2012Collateralisedpublic issues30%15%55%H1-12 MLT funds raised by main Crédit<strong>Agricole</strong> Group entitiesCrédit<strong>Agricole</strong>S.A.network12,4%CACIB12,9%Cariparmanetwork14,1%CACF6,0%LCLnetwork2,1%Crédit<strong>Agricole</strong>S.A.market52,5%Publicsenior issuesPrivate placements32* Refinancing with an initial term of over 370 daysSECOND QUARTER AND FIRST HALF 2012 RESULTSPage 43 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the Registration document 2011 - A03CONCLUSION• Progress in the adaptation of the Group to an adverse environment• Ongoing refocusing of activities• Ongoing strengthening of the financial structure• Consolidation of the liquidity position• Results still impacted by accounting impairments• Results underscore the strength of retail banking and savings managementbusiness lines33 SECOND QUARTER AND FIRST HALF 2012 RESULTSSecond quarter andfirst half 2012 results• APPENDICES34SECOND QUARTER AND FIRST HALF 2012 RESULTSPage 44 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the Registration document 2011 - A03APPENDICESContentCrédit <strong>Agricole</strong> S.A. consolidated resultsConsolidated income statement by business line– quarterlyData per shareAdditional information on business lines of Credit <strong>Agricole</strong>S.A.Regional Banks: Customer assets and loans outstandingRegional Banks: Fee income from customersLCL: Customer assets and loans outstandingLCL: RevenuesIRB: Activity indicatorsInsurance: Activity indicatorsCIB: Q2-12 resultsCIB: Discontinuing activitiesCIB: Significant dealsCIB: Sensitive exposures based on Financial Stability BoardrecommendationsCorporate centre: Income statement36373839404142434445464753Trends in riskRisk weighted assets per business lineChange in credit risk outstandingCost of risk on loans outstanding per business lineBreakdown of risks by geographic region and business sectorMarket risk exposureSovereign risk exposure of the banking GroupSovereign risk exposure - InsuranceFinancial structureCrédit <strong>Agricole</strong> Group regulatory capitalCrédit <strong>Agricole</strong> S.A. regulatory capitalEquity and subordinated debtConsolidated balance sheetCrédit <strong>Agricole</strong> S.ACrédit <strong>Agricole</strong> Group54555658596061626364656635 SECOND QUARTER AND FIRST HALF 2012 RESULTSCRÉDIT AGRICOLE S.A. CONSOLIDATED RESULTSConsolidated income statement by business line€mFrench retailbanking –Regional banksFrench retailbanking - LCLInternational retailbankingSpecialisedfinancial servicesSavingsmanagementCorporate andinvestmentbankingDiscontinuingactivitiesCorporate centreGroupQ2-11 Q2-12 Q2-11 Q2-12 Q2-11 Q2-12 Q2-11 Q2-12 Q2-11 Q2-12 Q2-11 Q2-12 Q2-11 Q2-12 Q2-11 Q2-12 Q2-11 Q2-12Revenues - - 980 1,001 754 769 996 884 1,334 1,215 1,449 1,348 (24) 37 43 (503) 5,531 4,751Operating expenses - - (623) (630) (517) (585) (427) (384) (626) (606) (858) (830) (27) (23) (252) (214) (3,330) (3,272)Gross operatingincome- - 357 371 237 184 569 500 708 609 591 518 (51) 14 (209) (717) 2,201 1,479Cost of risk - - (75) (66) (437) (502) (360) (444) (124) (4) (63) (101) (21) (27) (45) (20) (1,125) (1,164)Equity affiliates 200 173 - - 27 28 4 5 2 3 34 40 - - - (24) 269 225Net income on otherassetsChange in value ofgoodwill- - - 1 - (2) - - - 28 (9) 12 - - - 2 (8) 41- - - - (359) - - - - - - - - - - - (359) -Income before tax 200 173 282 306 (532) (292) 213 61 586 636 553 469 (72) (13) (254) (759) 978 581Tax - - (88) (107) (197) 26 (71) (34) (208) (187) (172) (174) 23 6 126 61 (587) (409)Net gain (loss) ondiscontinuing operations- - - - 13 2 5 - - - - - - - (1) - 17 2Net income 200 173 194 199 (716) (264) 147 27 378 449 381 295 (49) (7) (129) (698) 408 174Minority interests - - 10 9 (21) 7 9 (29) 31 36 2 (1) (1) - 39 41 69 63Net income Groupshare200 173 184 190 (695) (271) 138 56 347 413 379 296 (48) (7) (168) (739) 339 11136 SECOND QUARTER AND FIRST HALF 2012 RESULTSPage 45 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the Registration document 2011 - A03FINANCIAL STRUCTUREData per shareJune 2011 Dec 2011 June 2012Number of shares (end period) 2,497,972,151 2,498,020,537 2,498,020,537Average number of shares (used tocompute earnings per share)2,390,216,267 2,434,681,792 2,475,587,234Net asset value per share €18.7 €17.1 €17.9Net tangible asset value per share €10.4 €9.4 €10.2Net income Group share €1,339m (€1,470m) €363mNet income per share €0.56 (€0.60) €0.1537SECOND QUARTER AND FIRST HALF 2012 RESULTSFRENCH RETAIL BANKING– REGIONAL BANKSCustomer assets and loans outstandingCustomer assets (€bn) *Loans outstanding (€bn)€bnJune11Sept.11Dec.11March12June12June/June€bnJune11Sept.11Dec.11March12June12June/JuneSecurities 44.7 41.5 39.7 43.8 41.3 (7.7%)Mutual funds andREITs42.3 40.5 38.1 38.1 36.7 (13.2%)Life insurance 156.0 154.7 156.8 156.7 155.5 (0.3%)Off balance sheetassets243.0 236.7 234.6 238.6 233.5 (3.9%)Home loans 208.2 211.3 214.1 216.2 217.1 +4.3%Consumer credit 17.2 16.9 17.0 16.6 16.4 (4.6%)SME and smallbusinesses84.2 85.3 84.6 84.9 83.9 (0.3%)Farming loans 34.4 34.6 33.5 33.8 34.6 +0.5%Demand deposits 80.4 82.0 84.6 79.8 81.7 +1.6%Local authorities 39.7 40.3 41.4 42.2 42.3 +6.5%Home purchasesavings schemes76.3 76.1 77.2 76.6 75.9 (0.5%)TOTAL 383.7 388.4 390.6 393.7 394.3 +2.8%Passbook accounts 89.4 91.1 93.0 94.2 95.0 +6.2%Time deposits 55.6 56.7 60.8 67.0 68.3 +22.9%Balance sheetassets301.7 305.9 315.6 317.6 320.9 +6.4%TOTAL 544.7 542.6 550.2 556.2 554.4 +1.8%* Excluding customer financial instruments38SECOND QUARTER AND FIRST HALF 2012 RESULTSPage 46 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the Registration document 2011 - A03FRENCH RETAIL BANKING– REGIONAL BANKSCustomer fee incomeCustomer fee and commission income by quarter€m Q1-11 Q2-11 Q3-11 Q4-11 Q1-12 Q2-12Q2/Q2H-12H1/H1Services and otherbanking transactions177 123 222 163 185 217 +75.8% 402 +34.0%Securities 103 96 98 88 90 78 (18.2%) 168 (15.5%)Insurance 593 550 526 624 578 522 (5.1%) 1 100 (3.7%)Account management andpayment instruments522 585 465 507 513 484 (17,3%) 997 (10.0%)TOTAL 1,395 1,354 1,311 1,382 1,366 1,301 (3.9%) 2,667 (3.0%)39SECOND QUARTER AND FIRST HALF 2012 RESULTSFRENCH RETAIL BANKING – LCLCustomer assets and loan outstandingsCustomer assets (€bn)€bnJune11Sept.11Dec.11March12June12June/JuneSecuritites 8.6 7.5 7.7 8.1 7.8 (9.2%)Mutual funds and REITs 22.4 19.5 18.3 18.6 17.2 (23.3%)Life insurance 49.8 49.3 48.6 48.6 48.9 (1.9%)Loan outstandings (€bn)€bnSMEs and smallbusinessesJune11Sept.11Dec.11March12June12June/June27.6 28.3 27.2 26.8 26.7 (3.1%)Consumer credit 7.0 7.0 7.1 6.9 6.9 (2.2%)Off-balance sheetassets80.8 76.3 74.6 75.3 73.9 (8.6%)Home loans 52.5 53.5 53.5 53.7 54.2 +3.1%TOTAL 87.1 88.8 87.8 87.4 87.8 +0.7%Demand deposits 27.0 28.2 30.5 30.0 30.2 +12.2%Home purchase savingsschemes8.6 8.5 8.3 8.5 8.4 (1.7%)Bonds 0.4 1.2 1.7 2.1 2.1 nmPassbook accounts 22.9 23.3 24.9 24.3 24.5 +7.0%Time deposits 9.4 10.4 10.8 12.4 12.4 +31.6%Balance sheet assets 68.3 71.6 76.2 77.3 77.6 +13.7%TOTAL 149.1 147.9 150.8 152.6 151.5 +1.6%40SECOND QUARTER AND FIRST HALF 2012 RESULTSPage 47 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the Registration document 2011 - A03FRENCH RETAIL BANKING – LCLRevenuesRevenues€m Q1-11 Q2-11 Q3-11 Q4-11 Q1-12 Q2-12Q2/Q2H-12H1/H1Interest margin 539 537 513 516 586 586 +9.0% 1,172 +8.9%Fee and commissionincome449 443 421 404 426 415 (6.1%) 841 (5.7%)- Securities management 56 57 50 67 45 43 (24.4%) 88 (22.1%)- Insurance 136 133 130 132 128 131 (1.1%) 259 (3.7%)- Accounts management andpayment instruments257 253 241 205 253 241 (4.7%) 494 (3.1%)TOTAL 988 980 934 920 1,012 1,001 +2.2% 2,013 +2.3%41SECOND QUARTER AND FIRST HALF 2012 RESULTSINTERNATIONAL RETAIL BANKINGActivity indicators€bnCariparmaGroupEmporikiGroupOther IRBsubsidiariesTotal IRBGross loans 33.7 22.2 9.3 65.2o/w households 13.4 9.8 4.7 27.9o/w home loans 12.4 7.7 1.8 21.9o/w SMEs and small businesses 14.8 5.4 1.0 21.2o/w corporates 4.2 7.0 3.6 14.7On-balance sheet customer assets 34.9 12.6 9.6 57.1Off-balance sheet customer assets 46.7 0.7 1.1 48.5RWAs 29.5 18.7 11.7 59.9Reminder:Net income Group share at Q2-12 (€m)41 (370) 58 (271)42 SECOND QUARTER AND FIRST HALF 2012 RESULTSPage 48 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the Registration document 2011 - A03SAVINGS MANAGEMENTActivity indicatorsChange in assets under management in life insurance* (€bn)213,5 216,2 216,3 216,1 218,7 218,438,1 39,0 37,5 37,7 39,8 39,2 June / JuneUnit-linked +1.1%175,4 177,2 178,8 178,5 178,9 179,2In euros +0.5%March 11 June 11 Sept 11 Dec 11 March 12 June 12* Excluding BES Vida excluded from scope in Q2-12Change in assets under management ** excluding double counting€bn June 11 Dec 11 June 12 June 12 /June 11 June 12/Dec 11Total AUM 1,066.0 1,006.4 1,039.4 (2.5%) +3.3%Total AUM (exc. double counting) 859.9 808.5 834.4 (3.0%) +3.2%** Asset management, life insurance and private banking43SECOND QUARTER AND FIRST HALF 2012 RESULTSCORPORATE AND INVESTMENT BANKINGQ2-12 results€mQ2-12PublishedQ2-12Costs of theplanRevaluation ofdebt issues andloan hedgesQ2-12restatedDiscontinuingoperationsrestatedOngoing CIBrestatedOf whichfinancingactivitiesOf which capitalmarketsRevenues 1,385 (39) 296 1,128 37 1,091 492 599Operating expenses (853) - - (853) (23) (830) (234) (596)Gross operating income 532 (39) 296 275 14 261 258 3Cost of risk (128) - - (128) (27) (101) (84) (17)Operating income 404 (39) 296 147 (13) 160 174 (14)Equity affiliates 40 - - 40 - 40 40 -Net income on other assets 12 - - 12 - 12 1 11Change in value of goodwill - - - - - - - -Tax (168) 14 (107) (75) 6 (81) (69) (12)Net income 288 (25) 189 124 (7) 131 146 (15)Minority interests (1) (1) 4 (4) - (4) (5) 1Net income Group share 289 (24) 185 128 (7) 135 151 (16)44 SECOND QUARTER AND FIRST HALF 2012 RESULTSPage 49 sur 237
JUNE 2012JUNE 2012JUNE 2012JUNE 2012APRIL 2012MAY 2012MAY 2012MAY 2012APRIL 2012MAY 2012Crédit <strong>Agricole</strong> S.A.Update of the Registration document 2011 - A03CORPORATE AND INVESTMENT BANKINGDiscontinuing operations• Change in revenues and cost of risk€m Q2-12 Q1-12* Q2-11 H1-12* H1-11CDO, ABS, CLO(Revenues)Correlation activities(Revenues)Exotic equity derivatives(Revenues)Cost of risk (excl.adjustment plan)38 (24) (3) 14 (10)(9) 40 (32) 31 (12)8 12 10 20 24(27) (12) (21) (39) (78)• Results of discontinuing operations€m Q2-12 Q2-12* Q2*/Q2 H1-12 H1-12*H1*/H1Revenues 37 37 nm (298) 65 nmOperating expenses (23) (23) (14.8%) (50) (50) +0.0%Gross operating income 14 14 nm (348) 15 nmCost of risk (27) (27) +28.6% (78) (39) (49.9%)Net income Group share (7) (7) (85.4%) (261) (10) (88.1%)* Adjusted for the impacts of the adjustment plan (Q1-12: -€402m in revenuesand cost of risk, Q2-12: €0m)In Q2-12, the reclassification of financial assets into loans and receivables realised on1 October 2008 offset pre-tax income of +€30m45SECOND QUARTER AND FIRST HALF 2012 RESULTSCORPORATE AND INVESTMENT BANKINGSignificant deals• Capital markets and investment bankingDANONEEUR 550,000,000Acquisition of 37.8% share capital ofAdvisorGROUPE CASINOEUR 1,175,000,000Acquisition of its 50% interest inAdvisorFONCIERE DES MURSEUR 125,000,000Rights issueBookrunnerGDF SUEZEUR 1,000,000,0001.5% NotesDue 2016EUR 1,000,000,0002.25% NotesDue 2018EUR 1,000,000,0003% NotesDue 2023Global Coordinator andJoint BookrunnerFRAIKIN ASSETSEUR 1,011,000,000Rental Truck FleetSecuritization<strong>Le</strong>ad Arranger and JointBookrunner• Financing activitiesSABINE PASSLIQUEFACTION LLCUSAUSD 3,626,000,000Project FinancingJoint <strong>Le</strong>ad Arranger,Joint Bookrunner&Co-Syndication AgentHUTCHISON TELEPHONECO LTDHONG KONGHKD 5,500,000,000Term Loan & RevolvingCredit FacilitiesMLAAEROPORTI DI ROMAITALYEUR 500,000,000Term Loan & Revolving CreditFacilitiesMLA & BookrunnerEDIPOWERITALYEUR 1,246,000,000Project / Acquisition FacilitiesMLA & BookrunnerAIR FRANCE1 A380-800French <strong>Le</strong>ase combined withECA loanCo-Arranger, <strong>Le</strong>aseArranger & Agent46SECOND QUARTER AND FIRST HALF 2012 RESULTSPage 50 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the Registration document 2011 - A03CORPORATE AND INVESTMENT BANKINGSensitive exposuresbased on Financial StabilityBoard recommandations47SECOND QUARTER AND FIRST HALF 2012 RESULTSCORPORATE AND INVESTMENT BANKINGExposure to mortgage ABSRMBSUSA United Kingdom Spain31/12/2011 30/06/2012 31/12/2011 30/06/2012 31/12/2011 30/06/2012Recognised under loans and receivablesGross exposure 430 150 197 194 172 136Discount (132) (74) (68) (40) (47) (50)Net exposure (€m) 298 76 129 154 125 86Recognised under assets measured at fair valueGross exposureDiscount214(185)Net exposure €m 29 7 59 37 26 25% of underlying subprime on net exposure% of underlying subprime assets produced before 2006% of underlying subprime assets produced in 2006 and 200798%83%17%85%54%46%Breakdown of total gross exposure by ratingAAAAAABBBBBBCCCCCCNon rated5%2%7%3%1%4%21%9%28%20%153(146)8%6%5%5%0%1%1%45%29%29%Total 100% 100% 100% 100% 100% 100%66(7)7%34%41%Net exposure €m CMBS 31/12/2011 30/06/2012Recognised under loans and receivablesCMBS USCMBS United KingdomCMBS otherRecognised under assets measured at fair valueCMBS USCMBS United KingdomCMBS other• Stock of collective reserves on RMBS and CMBS in loans and receivables: €95m• Additionally, purchase of hedges on RMBS and CMBS measured at fair value:- at 30 June 2012: nominal = €137m; fair value= €113m- 31 December 2011: nominal = €320m; fair value= €87m486397SECOND QUARTER AND FIRST HALF 2012 RESULTS5418%42935443(6)17%63%20%31(5)34%19%19%3%25%30(5)45%22%4%Page 51 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the Registration document 2011 - A03CORPORATE AND INVESTMENT BANKINGUnhedged super senior CDOs with US residential mortgages underlyings• Breakdown by super senior CDO tranche€mTotal assets at fairvalueTotal assets in loansand receivablesNominal amount 1,203 2,809Discount 1,178 1,246Collective reserves 518Net value 25 1,045Net value at 31/12/2011 975 1,290Discount rate* 98% 69%Underlying% of underlying subprime assets produced before2006% of underlying subprime assets produced in2006 and 200740% 40%12% 13%% of underlying Alt-A assets 1% 19%% of underlying Jumbo assets 0% 2%* After inclusion of fully written down tranches• After collective impairment and inclusion of fully written down tranches, the discount rateapplied to CDOs recognised in loans and receivables is 69%49SECOND QUARTER AND FIRST HALF 2012 RESULTSCORPORATE AND INVESTMENT BANKINGSuper senior CDOs with US residential mortgages underlyingsMethodology at 30/06/2012• Supersenior CDOs measured at fair value• Discounts are calculated by applying a credit scenario on the underlying assets(mainly residential mortgage loans) of the ABSs that make up each CDO• Final loss rates applied to the outstanding mortgages are adjusted based on:- the quality and origination date of each mortgage loan- the historic behaviour of portfolios (early reimbursements, amortisations, realised losses)• As of March 2011, loss rates are presented as a percentage of the outstanding loans’ nominal amount(until then, loss rates were estimated as a percentage of the outstanding loans’ nominal amount at inception); thisapproach enables to picture our loss assumptions in relation to the risks still carried on the bank’s balance sheet.Loss rates on subprime produced in:Period end 2005 2006 200731/12/2010 32% 42% 50%31/12/2011 50% 60% 60%30/06/2012 50% 60% 60%• Supersenior CDOs measured at amortised cost• These are impaired when there is an identified credit risk50SECOND QUARTER AND FIRST HALF 2012 RESULTSPage 52 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the Registration document 2011 - A03CORPORATE AND INVESTMENT BANKINGOther exposures• Unhedged CLOs€m Gross Discount NetCLOs measured at fair value 732 30 702CLOs in loans and receivables* 2,228 52 2,176* Includes collective reserves of €11m• Unhedged mezzanine CDOs€m Gross Discount NetUnhedged mezzanine CDOs 690 690 051SECOND QUARTER AND FIRST HALF 2012 RESULTSCORPORATE AND INVESTMENT BANKINGProtections purchased to hedge exposure to CDOs and other assetsat 30/06/2012• From monolines€m<strong>Mo</strong>rtgage CDOsin the USA<strong>Mo</strong>nolines to hedge:Corporate CDOsCLOsOtherunderlyingsTotal protectionsacquired frommonolinesGross notional amountof purchased protections 112 5,587 287 356 6,342Gross notional amountof hedged items 112 5,587 287 356 6,342Fair value of hedgeditems 101 5,555 264 229 6,149Residual exposures tocounterparty risk on monolinesFair value of protectionbefore valueadjustments andhedgingValue adjustmentsrecognised on hedgesResidual exposure tocounterparty risk onmonolines11 32 23 127 193(3) (18) (21) (91) (133)8 14 2 36 60Lowest rating issued by S&P or <strong>Mo</strong>ody’s at30 June 2012:AA: Assured GuarantyB: Radian and MBIAN/R: CIFG• From CDPC• At 30/06/2012, net exposure to CDPC was €556m (on corporate CDOs) after taking into account a €78m discount. Netexposure at 31/12/2011 was €985m.52SECOND QUARTER AND FIRST HALF 2012 RESULTSPage 53 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the Registration document 2011 - A03CORPORATE CENTREIncome statement• Revenues: - €503m in Q2-12 vs +€43m inQ2-11• Impairment of Intesa Sanpaolo shares: €427m€m Q2-12 Q2/Q2 H1-12 H1/H1Revenues (503) nm (214) (22.0%)Funding costs (538) (4.5%) (1,080) (2.0%)Financial management (207) nm 513 (7.7%)Other 242 x2.2 353 29.7%• As a reminder, in Q2-11, significant increase ofthe financial management revenues due to thehigh profitability of inflation-indexed assets• Expenses down 5.7% YoY in H1Operating expenses (214) (15.4%) (437) (5.7%)Gross operating income (717) x3.4 (651) (11.7%)Cost of risk (20) (58.3%) (10) (76.3%)Operating income (737) x2.9 (661) (14.7%)Equity affiliates (24) nm (52) nmNet income on other assets 2 x2.3 (4) x6.1Income before tax (759) x3.0 (717) (7.5%)Tax 61 (51.2%) 4 (98.5%)Net income Group share (739) x4.4 (800) +30.8%53SECOND QUARTER AND FIRST HALF 2012 RESULTSTRENDS IN RISKRisk weighted assets per business line€bn Dec 11 June 12French retail banking 38.7 39.1- Regional Banks -* 1.0- LCL 38.7 38.1International retail banking 59.6 59.9Specialised financial services 56.7 54.0Asset management, insurance, private banking 15.3 16.7Corporate and investment banking 140.1 111.6- Financing activities 69.5 66.3- Capital market and investment banking 41.5 38.4- Discontinuing operations 29.1 6.9Corporate centre 23.3 20.9Total 333.7 302.2Of which credit risk 277.8 271.2Of which market risks 32.8 8.1Of which operational risks 23.1 22.9* Implementation of Switch guarantees at 23/12/2011 transferring to the Regional Banks the RWAs relative to Crédit <strong>Agricole</strong> S.A.’s stake in the Regional Banks54SECOND QUARTER AND FIRST HALF 2012 RESULTSPage 54 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the Registration document 2011 - A03TRENDS IN RISKChange in credit risk outstandingCrédit <strong>Agricole</strong> S.A.€m June 11 Dec 11 June 12Gross customer and interbank loans outstanding 488,809 500,094 523,028of which: impaired loans 21,775 23,024 23,800Loans loss reserves (1) 14,553 15,979 16,816Impaired loan ratio 4.5% 4.6% 4.6%Ratio of reserves (excl. collective reserves) to impaired loans 51.2% 54.0% 55.1%Ratio of reserves (incl. collective reserves) to impaired loans 66.8% 69.4% 70.7%Regional Banks (aggregate from individual accounts – French GAAP)€m June 11 Dec 11 June 12Gross customer and interbank loans outstanding 381,325 388,255 391,885of which: impaired loans 9,255 9,161 9,472Loans loss reserves (1) 10,166 9,971 10,215Impaired loan ratio 2.4% 2.4% 2.4%Ratio of reserves (excl. collective reserves) to impaired loans 67.9% 68.7% 67.9%Ratio of reserves (incl. collective reserves) to impaired loans 109.8% 108.8% 107.8%Note: principal amount excluding lease finance transactions with customers, excluding Crédit <strong>Agricole</strong> internal transactions and accrued interest(1) Including collective reserves55SECOND QUARTER AND FIRST HALF 2012 RESULTSTRENDS IN RISKCost of risk on loans outstandingCrédit <strong>Agricole</strong> S.A.* (in bp)Crédit <strong>Agricole</strong> Group* (in bp)105 106 115 95817661 68731271097120 9176 361873 7483 788776675449 5663507447076206195652Q2-09 Q3-09 Q4-09 Q1-10 Q2-10 Q3-10 Q4-10 Q1-11 Q2-11 Q3-11 Q4-11 Q1-12 Q2-12(1)Q2-09 Q3-09 Q4-09 Q1-10 Q2-10 Q3-10 Q4-10 Q1-11 Q2-11 Q3-11 Q4-11 Q1-12 Q2-12* Excl. impact of European support plan to Greece in 2011 and 2012 Adjustment plan impactRegional Banks (in bp)LCL (in bp)impact of business sector and country risk provision &additional provision on Agos54415051462132404834225449714942 44 43383427 303428154Q2-09 Q3-09 Q4-09 Q1-10 Q2-10 Q3-10 Q4-10 Q1-11 Q2-11 Q3-11 Q4-11 Q1-12 Q2-12Q2-09 Q3-09 Q4-09 Q1-10 Q2-10 Q3-10 Q4-10 Q1-11 Q2-11 Q3-11 Q4-11 Q1-12 Q2-1256SECOND QUARTER AND FIRST HALF 2012 RESULTSPage 55 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the Registration document 2011 - A03TRENDS IN RISKCost of risk on loans outstandingInternational retail banking* (in bp)391296282 306 111242 250239186 186 192214 21928033295237Consumer credit (in bp)36630875220 230 229 227 216 211 216 241 21244421031965291 260264Q2-09 Q3-09 Q4-09 Q1-10 Q2-10 Q3-10 Q4-10 Q1-11 Q2-11 Q3-11 Q4-11 Q1-12 Q2-12-26 -10Q2-09 Q3-09 Q4-09 Q1-10 Q2-10 Q3-10 Q4-10 Q1-11 Q2-11 Q3-11 Q4-11 Q1-12 Q2-12* Excl. impact of European support plan to Greece in 2011 and 2012 Impact of the adjustment plan Impact of the business sector and country risk provision& additional provision on AgosCIB (in pb)Financing activities (customer loans outstanding) (in bp)8592 100 8670626660374026222416 16 16388Q2-09 Q3-09 Q4-09 Q1-10 Q2-10 Q3-10 Q4-10 Q1-11 Q2-11 Q3-11 Q4-11 Q1-12 Q2-12452926178 119(8)(6)Q2-09 Q3-09 Q4-09 Q1-10 Q2-10 Q3-10 Q4-10 Q1-11 Q2-11 Q3-11 Q4-11 Q1-12 Q2-1257SECOND QUARTER AND FIRST HALF 2012 RESULTSTRENDS IN RISKCrédit <strong>Agricole</strong> S.A.: Breakdown of risksBy geographic region June 12France (excl. retail banking) 32%Western Europe (excl. Italy) 19%France (retail banking) 16%Italy 12%North America 7%Asia et Oceania except Japan 5%Africa and Middle-East 4%Eastern Europe 3%Central and South America 1%Japan 1%Total 100%By business sector June 12Retail banking 31%Non-merchant service / Public sector / Local authorities 11%Banks 9%Energy 8%Other non banking financial activities 6%Others 4%Shipping 3%Automotive 3%Real estate 3%Heavy industry 3%Construction 3%Retail and consumer goods 3%Aerospace 2%Food 2%Insurance 2%Other transport 1%Other industries 1%Telecoms 1%Healthcare / pharmaceutical 1%Tourism / hotels / restaurants 1%IT / computing 1%Media / edition 1%Total 100%58SECOND QUARTER AND FIRST HALF 2012 RESULTSPage 56 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the Registration document 2011 - A03TRENDS IN RISKMarket risk exposure• Crédit <strong>Agricole</strong> S.A.’s VaR (99% - 1 day) is computed by taking into account theimpacts of diversification between the Group’s various entities• Var (99% - 1 day) at 30 June 2012: €15m for Crédit <strong>Agricole</strong> S.A.Change in the risk exposure of Crédit <strong>Agricole</strong> S.A.’s capital market activities€mVAR (99% - 1 day)1 January to 30 June 2012Minimum Maximum Average 30 June 201231 Dec. 2011Fixed income 7 17 12 12 8Credit 4 16 7 6 13Foreign Exchange 1 7 3 5 4Equities 2 6 3 2 3Commodities 1 5 3 1 5Mutualist VaR forCrédit <strong>Agricole</strong> S.A.11 25 15 15 2059SECOND QUARTER AND FIRST HALF 2012 RESULTSTRENDS IN RISKUpdate of sovereign risk exposures in accordance with the previous EBAstress tests - Crédit <strong>Agricole</strong> Group• Exposure of the banking Group on a consolidated basis at 30 June 2012€mo/w Bankingbook**Net exposures*30/06/2012o/w TradingbookTotalo/w Bankingbook**Net exposures*31/12/2011o/w TradingbookGreece (1) 31 - 31 114 1 115Ireland 154 - 154 160 - 160Portugal (2) 150 4 154 620 8 628Italy (3) 4,048 339 4,387 3,824 128 3,952Spain (4) 134 107 241 147 - 147Total 4,517 450 4,967 4,865 137 5,002Total* Net exposure is equal to value on the balance sheet** Excluding market risk hedges(1) Exposure at 30/06/2012 does not include securities issued by the EFFS (European Fund for Financial Stability) received in exchange for Greek bonds in Q1-12(2) The change in exposures between31/12/2011 and 30/06/12 results mainly from maturing exposures(3) The change in exposures between31/12/2011 and 30/06/12 results mainly from the change in fair value(4) The exposure at 31/12/2011 has been restated for an inaccurately disclosedexposure to Spanish local authorities for €134m and to Italy for €10m60SECOND QUARTER AND FIRST HALF 2012 RESULTSPage 57 sur 237
Total regulatory capital before deductionsCapital and reservesGroup shareMinority interests(exc. hybrid instruments)Deduction (goodwill)Core Tier 1 CapitalHybrid instrumentsin Tier 1Other deductions (includingfinancial participations)Tier 1 CapitalTier 2Deductions(financial participations)Net Tier 2 captialDeductions for insuranceTotal capitalTotaldeductionsTotal regulatory capital before deductionsCrédit <strong>Agricole</strong> S.A.Update of the Registration document 2011 - A03TRENDS IN RISKExposure of Crédit <strong>Agricole</strong> Group insurance companies to Europeanperipheral sovereign debt€mGross exposure*30/06/2012Gross exposure*31/12/2011Greece ** 292 1,890Ireland *** 1,253 1,309Portugal *** 1,315 1,877Italy *** 4,367 7,078Spain *** 1,250 3,155Total 8,477 15,309* Gross exposure is equal to the value on the balance sheet under IFRS. Exposure before sharing mechanism between insurer and policyholders.** Exposure at 30/06/2012 does not include securities issued by the EFFS (European Fund for Financial Stability) received in exchange for Greek bonds in Q1-12*** The change in gross exposures results mainly from the sale of Bes Vida during H1-12 (€0.3bn of gross exposure at 31/12/2011) and from €5.7bn of security disposals (of which€0.8bn on Portugal,€3.2bn on Italy and €1.7bn on Spain), and security revaluations.61SECOND QUARTER AND FIRST HALF 2012 RESULTSFINANCIAL STRUCTURECrédit <strong>Agricole</strong> GroupRegulatory capital (€bn)108,938,7108,672,72,920,555,19,62,762,023,43,020,4 12,569,9Dec 11 June 12Risk weighted assets (€bn)31/12/11 31/03/12 30/06/12Basel 2.5 522 500 48962SECOND QUARTER AND FIRST HALF 2012 RESULTSPage 58 sur 237
Total regulatory capital before deductionsCapital and reservesGroup shareMinority interests(exc. hybrid instruments)Shareholder advanceDeduction(goodwill)Core Tier 1capitalHybrid instrumentsin Tier 1Other deductions (includingfinancial participations)Tier 1 CapitalTier 2Deductions(financial participations)Net Tier 2 capitalDeductions for insuranceTotal capitalTotaldeductionsTotal regulatory capital before deductionsCrédit <strong>Agricole</strong> S.A.Update of the Registration document 2011 - A03FINANCIAL STRUCTURECrédit <strong>Agricole</strong> S.A.Regulatory capital (€bn)81.437,179.844.03,71,019,69,52,636.021,62,918,7 12,042.729.1Dec 11 June 1263SECOND QUARTER AND FIRST HALF 2012 RESULTSFINANCIAL STRUCTUREEquity and Subordinated debt€m Group share Minority interests TotalSubordinateddebt31 December 2011 42,797 6,495 49,292 33,782Capital increase - - -Dividends paid out in 2012 - (302) (302)Dividends received from Regional Banks and subsidiaries - - -Impact of acquisitions/disposals on minority interests (72) (728) (800)Change in other comprehensive income 1,512 187 1,699Change in share of reserves of equity affiliates 108 - 108Other 197 - 197Period income 363 76 439At 30 June 2012 44,905 5,728 50,633 30,49764SECOND QUARTER AND FIRST HALF 2012 RESULTSPage 59 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the Registration document 2011 - A03CONSOLIDATED BALANCE SHEET AT 31/12/11 AND 30/06/12Crédit <strong>Agricole</strong> S.A.€bn€bnAssets 30/06/12 31/12/11Cash and central banks 22.0 28.5Financial assets at fair value throughprofit or loss568.4 523.8Financial assets available for sale 231.7 227.4Due from banks 401.9 379.9Loans and advances to customers 402.5 399.4Financial assets held to maturity 15.2 15.3Accrued income and sundry assets 114.2 103.8Investments in equity affiliates 19.0 18.3Fixed assets 10.0 9.7Goodwill 17.4 17.5Total assets 1,802.3 1,723.6Liabilities 30/06/12 31/12/11Central banks 0.4 0.1Financial liabilities at fair value throughprofit or loss514.7 474.3Due to banks 197.5 172.7Customer accounts 526.7 525.6Debt securities in issue 143.9 148.3Accruals and sundry liabilities 104.0 83.8Insurance contract’s technical reserves 229.3 230.9Contingency reserves and subordinateddebt35.2 38.6Shareholders’ equity 44.9 42.8Minority interests 5.7 6.5Total liabilities 1,802.3 1,723.665SECOND QUARTER AND FIRST HALF 2012 RESULTSCONSOLIDATED BALANCE SHEET AT 31/12/11 AND 30/06/12Crédit <strong>Agricole</strong> Group€bn€bnAssets 30/06/12 31/12/11Cash and central banks 24.3 31.4Financial assets at fair value throughprofit or loss567.9 523.5Financial assets available for sale 250.0 245.2Due from banks 122.0 102.8Loans and advances to customers 805.6 799.0Financial assets held to maturity 22.2 21.6Accrued income and sundry assets 129.0 120.8Investments in equity affiliates 4.1 3.7Fixed assets 13.4 13.2Goodwill 18.2 18.3Total assets 1,956.7 1,879.5Liabilities 30/06/12 31/12/11Central banks 0.7 0.3Financial liabilities at fair value throughprofit or loss514.9 474.0Due to banks 135.5 126.4Customer accounts 678.1 666.7Debt securities in issue 167.9 166.3Accruals and sundry liabilities 113.8 97.3Insurance contract’s technical reserves 230.6 232.1Contingency reserves and subordinateddebt35.6 39.6Shareholders’ equity 74.2 70.7Minority interests 5.4 6.1Total liabilities 1,956.7 1,879.566SECOND QUARTER AND FIRST HALF 2012 RESULTSPage 60 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the Registration document 2011 - A03Second quarter andfirst half 2012 results67SECOND QUARTER AND FIRST HALF 2012 RESULTSPage 61 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the Registration document 2011 - A03Quarterly seriesCrédit <strong>Agricole</strong> S.A. Group€m Q1-08 Q2-08 Q3-08 Q4-08 Q1-09 Q2-09 Q3-09 Q4-09 Q1-10 Q2-10 Q3-10 Q4-10 Q1-11 Q2-11 Q3-11 Q4-11 Q1-12 Q2-12Revenues 4 110 3 249 3 999 4 598 4 061 4 559 4 828 4 494 4 824 5 469 4 977 4 859 5 304 5 531 5 285 4 663 5 425 4 751Operating expenses (3 218) (3 147) (3 124) (3 146) (2 978) (2 986) (3 053) (3 165) (3 162) (3 405) (3 198) (3 422) (3 276) (3 330) (3 226) (3 780) (3 207) (3 272)Gross operating income 892 102 875 1 452 1 083 1 573 1 775 1 329 1 662 2 064 1 779 1 437 2 028 2 201 2 059 883 2 218 1 479Cost of risk (446) (365) (740) (1 614) (1 085) (1 127) (1 189) (1 288) (1 074) (980) (973) (750) (822) (1 125) (1 851) (1 859) (1 770) (1 164)Equity affiliates 343 205 347 (27) 321 43 275 208 425 284 368 (1 012) 441 269 244 (725) 415 225Net income on other assets 422 14 (7) (1) 3 2 47 15 (159) (9) (9) 1 (8) (3) 15 (5) 41Change in value of goodwill (1) (279) (485) (1) (4) (414) (27) (359) (1 575) 0Pre-tax income 1 211 (44) 474 (469) 322 491 423 263 850 954 1 165 (361) 1 648 978 449 (3 261) 858 581Tax (205) 231 (52) 92 (82) (230) (121) 222 (270) (459) (292) 144 (520) (587) (114) 195 (595) (409)Net gain/(loss) on discontinued operations (2) 2 28 6 5 89 58 4 3 2 12 (4) 17 1 0 2 2Net income 1 006 185 424 (349) 246 266 391 543 584 498 875 (205) 1 124 408 336 (3 066) 265 174Minority interests 114 109 59 (40) 44 65 102 110 114 119 133 123 124 69 78 1 13 63Net income Group share 892 76 365 (309) 202 201 289 433 470 379 742 (328) 1 000 339 258 (3 067) 252 111French retail banking – Regional Banks€m Q1-08 Q2-08 Q3-08 Q4-08 Q1-09 Q2-09 Q3-09 Q4-09 Q1-10 Q2-10 Q3-10 Q4-10 Q1-11 Q2-11 Q3-11 Q4-11 Q1-12 Q2-12RevenuesOperating expensesGross operating incomeCost of riskEquity affiliates 271 167 136 103 265 162 222 172 333 181 232 211 374 200 218 216 372 173Net income on other assetsChange in value of goodwillPre-tax income 271 167 136 103 265 162 222 172 333 181 232 211 374 200 218 216 372 173Tax (70) (27) (87) (5)Net gain/(loss) on discontinued operationsNet income 201 140 136 103 178 157 222 172 333 181 232 211 374 200 218 216 372 173Minority interestsNet income Group share 201 140 136 103 178 157 222 172 333 181 232 211 374 200 218 216 372 173French retail banking - LCL€m Q1-08 Q2-08 Q3-08 Q4-08 Q1-09 Q2-09 Q3-09 Q4-09 Q1-10 Q2-10 Q3-10 Q4-10 Q1-11 Q2-11 Q3-11 Q4-11 Q1-12 Q2-12Revenues 912 950 901 952 935 969 933 1 012 965 1 006 951 1 023 988 980 934 920 1 012 1 001Operating expenses (645) (613) (623) (651) (648) (615) (627) (660) (641) (641) (645) (648) (612) (623) (620) (642) (616) (630)Gross operating income 267 336 277 301 287 354 306 352 324 365 306 375 376 357 314 278 396 371Cost of risk (43) (40) (51) (66) (99) (102) (95) (139) (96) (83) (90) (90) (80) (75) (62) (69) (78) (66)Equity affiliatesNet income on other assets (2) 1 (1) 1Change in value of goodwillPre-tax income 224 297 227 235 188 252 211 213 228 282 216 283 296 282 252 210 317 306Tax (67) (89) (68) (70) (56) (76) (63) (64) (69) (84) (65) (85) (91) (88) (79) (73) (102) (107)Net gain/(loss) on discontinued operationsNet income 157 208 159 165 132 176 148 149 159 198 151 198 205 194 173 137 215 199Minority interests 8 11 9 7 7 9 7 7 8 10 7 10 10 10 8 7 11 9Net income Group share 149 197 150 158 125 167 141 142 151 188 144 188 195 184 165 130 204 190Page 62 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the Registration document 2011 - A03French retail banking - LCL€m Q1-08 Q2-08 Q3-08 Q4-08 Q1-09 Q2-09 Q3-09 Q4-09 Q1-10 Q2-10 Q3-10 Q4-10 Q1-11 Q2-11 Q3-11 Q4-11 Q1-12 Q2-12Revenues 912 950 901 952 935 969 933 1 012 965 1 006 951 1 023 988 980 934 920 1 012 1 001Operating expenses (645) (613) (623) (651) (648) (615) (627) (660) (641) (641) (645) (648) (612) (623) (620) (642) (616) (630)Gross operating income 267 336 277 301 287 354 306 352 324 365 306 375 376 357 314 278 396 371Cost of risk (43) (40) (51) (66) (99) (102) (95) (139) (96) (83) (90) (90) (80) (75) (62) (69) (78) (66)Equity affiliatesNet income on other assets (2) 1 (1) 1Change in value of goodwillPre-tax income 224 297 227 235 188 252 211 213 228 282 216 283 296 282 252 210 317 306Tax (67) (89) (68) (70) (56) (76) (63) (64) (69) (84) (65) (85) (91) (88) (79) (73) (102) (107)Net gain/(loss) on discontinued operationsNet income 157 208 159 165 132 176 148 149 159 198 151 198 205 194 173 137 215 199Minority interests 8 11 9 7 7 9 7 7 8 10 7 10 10 10 8 7 11 9Net income Group share 149 197 150 158 125 167 141 142 151 188 144 188 195 184 165 130 204 190International retail banking€m Q1-08 Q2-08 Q3-08 Q4-08 Q1-09 Q2-09 Q3-09 Q4-09 Q1-10 Q2-10 Q3-10* Q4-10* Q1-11 Q2-11 Q3-11 Q4-11 Q1-12 Q2-12Revenues 782 815 801 644 701 755 722 753 722 736 747 770 773 754 779 762 746 769Operating expenses (521) (523) (531) (510) (489) (508) (482) (508) (478) (517) (467) (489) (495) (517) (507) (585) (507) (585)Gross operating income 261 292 270 134 212 247 240 245 244 219 280 281 278 237 272 177 239 184Cost of risk (99) (92) (160) (529) (267) (273) (274) (275) (350) (423) (362) (309) (318) (437) (578) (513) (944) (502)Equity affiliates 39 1 19 (157) 46 40 37 21 47 25 41 (4) 28 27 10 (976) 24 28Net income on other assets 32 13 8 1 7 2 (2)Change in value of goodwill (279) (485) (418) (28) (359) (275) 0Pre-tax income 201 201 129 (831) (9) 14 (450) 4 (59) (597) (41) (52) (12) (532) (295) (1 580) (679) (292)Tax (58) (66) (80) 55 (28) (82) (46) (24) (44) (52) (53) (35) (49) (197) (37) 36 (176) 26Net gain/(loss) on discontinued operations (1) 2 28 6 5 89 58 4 3 3 12 1 13 2 2Net income 143 134 51 (748) (31) (63) (407) 38 (99) (646) (91) (75) (60) (716) (332) (1 544) (853) (264)Minority interests 34 38 4 (77) (10) (12) 10 7 (2) (3) 8 15 (1) (21) (9) (20) (7) 7Net income Group share 109 96 47 (671) (21) (51) (417) 31 (97) (643) (99) (90) (59) (695) (323) (1 524) (846) (271)* Revenues and expenses in Q3-10 and Q4-10 include a technical consolidating adjustment that has no impact on GOICariparma€m Q1-08 Q2-08 Q3-08 Q4-08 Q1-09 Q2-09 Q3-09 Q4-09 Q1-10 Q2-10 Q3-10 Q4-10 Q1-11 Q2-11 Q3-11 Q4-11 Q1-12 Q2-12Revenues 386 381 378 352 363 378 347 355 337 360 367 372 392 394 420 386 400 429Operating expenses (206) (207) (207) (250) (203) (206) (200) (212) (206) (206) (205) (218) (236) (253) (249) (268) (251) (309)Gross operating income 180 174 171 103 159 173 147 143 131 154 162 153 156 141 171 118 149 120Cost of risk (29) (29) (38) (169) (47) (49) (58) (57) (52) (55) (59) (65) (55) (53) (76) (94) (73) (89)Equity affiliatesNet income on other assets 2Change in value of goodwill (215)Pre-tax income 152 145 133 (66) 112 123 89 86 79 99 103 90 101 87 95 (190) 76 31Tax (54) (52) (28) 95 (42) (38) (30) (21) (34) (40) (42) (28) (43) (34) (28) 46 (33) 26Net gain/(loss) on discontinued operationsNet income 98 93 105 28 70 86 59 65 46 59 61 63 58 54 67 (144) 43 57Minority interests 27 26 28 8 19 23 16 17 13 16 17 17 17 15 19 (6) 12 16Net income Group share 71 67 77 20 51 62 44 48 33 42 44 45 41 39 48 (139) 31 41Page 63 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the Registration document 2011 - A03Emporiki€m Q1-08 Q2-08 Q3-08 Q4-08 Q1-09 Q2-09 Q3-09 Q4-09 Q1-10 Q2-10 Q3-10 Q4-10 Q1-11 Q2-11 Q3-11 Q4-11 Q1-12 Q2-12Revenues 177 197 179 159 149 186 176 186 186 178 191 204 191 174 169 186 161 125Operating expenses (151) (150) (158) (188) (149) (172) (152) (170) (140) (183) (139) (133) (130) (133) (129) (180) (124) (146)Gross operating income 26 47 21 (29) 0 14 24 16 46 (5) 52 71 61 41 40 6 37 (21)Cost of risk (45) (46) (93) (304) (172) (188) (159) (138) (254) (315) (259) (194) (220) (348) (470) (379) (829) (377)Equity affiliates 5 2 (1) 1 (1)Net income on other assets 32 13 6 7Change in value of goodwill (254) (485) (418) (359)Pre-tax income (19) 1 (67) (585) (172) (175) (586) (110) (208) (738) (207) (117) (159) (666) (430) (366) (792) (398)Tax (2) (2) (44) (45) 15 (29) (2) (6) (4) (4) (4) (6) (3) (152) (3) (5) (133) 12Net gain/(loss) on discontinued operations (1) 2 0 0 0 0 0Net income (21) (2) (109) (630) (158) (203) (588) (116) (212) (742) (210) (122) (162) (818) (433) (371) (925) (386)Minority interests (7) (1) (35) (103) (43) (47) (16) (21) (28) (29) (19) (11) (23) (40) (36) (19) (20) (16)Net income Group share (14) (2) (74) (527) (115) (156) (572) (95) (184) (713) (191) (111) (139) (777) (397) (352) (905) (370)Other IRB entities€m Q1-08 Q2-08 Q3-08 Q4-08 Q1-09 Q2-09 Q3-09 Q4-09 Q1-10 Q2-10 Q3-10 Q4-10 Q1-11 Q2-11 Q3-11 Q4-11 Q1-12 Q2-12Revenues 219 237 244 133 189 191 199 212 199 198 189 194 190 186 190 190 185 215Operating expenses (164) (166) (166) (72) (137) (130) (130) (126) (132) (128) (123) (138) (129) (131) (129) (137) (132) (130)Gross operating income 55 71 78 60 53 60 69 86 67 70 66 57 61 55 61 53 53 85Cost of risk (25) (17) (29) (56) (48) (36) (57) (80) (44) (53) (44) (50) (43) (36) (32) (40) (42) (36)Equity affiliates 39 1 14 (159) 47 40 36 22 47 25 41 (4) 28 27 10 (976) 24 28Net income on other assets 0 0 0 0 0 0 0 0 0 0 0 0 0 0 1 0 2 (2)Change in value of goodwill 0 0 0 (25) 0 0 0 0 0 0 0 (28) 0 0 0 (60) 0 0Pre-tax income 68 55 63 (180) 51 66 47 28 70 42 63 (25) 46 47 40 (1 024) 37 75Tax (110) (12) (8) 5 (1) (15) (14) 3 (6) (8) (7) (1) (3) (11) (6) (5) (10) (12)Net gain/(loss) on discontinued operations 0 0 0 28 6 5 89 58 4 3 3 12 1 13 0 0 2 2Net income 66 43 55 (146) 57 54 122 89 67 37 58 (16) 44 48 34 (1 029) 29 65Minority interests 14 13 11 18 14 12 10 11 13 10 10 9 5 4 8 5 1 7Net income Group share 52 31 44 (164) 43 43 111 78 54 28 48 (24) 39 43 26 (1 033) 28 58Specialised financial services€m Q1-08 Q2-08 Q3-08 Q4-08 Q1-09 Q2-09 Q3-09 Q4-09 Q1-10 Q2-10 Q3-10 Q4-10 Q1-11 Q2-11 Q3-11 Q4-11 Q1-12 Q2-12Revenues 725 744 737 783 853 903 948 976 983 993 968 1 001 1 004 996 971 956 921 884Operating expenses (396) (402) (392) (418) (431) (409) (422) (444) (429) (434) (430) (441) (421) (427) (416) (480) (410) (384)Gross operating income 329 342 345 365 422 494 526 532 554 559 538 560 583 569 555 476 511 500Cost of risk (140) (127) (184) (232) (265) (311) (318) (426) (328) (335) (321) (314) (318) (360) (323) (606) (625) (444)Equity affiliates 2 2 2 2 2 2 1 5 3 3 3 3 3 4 3 4 5 5Net income on other assets 1 (5) 4 1Change in value of goodwill (247)Pre-tax income 192 217 158 139 160 185 209 111 229 227 220 249 268 213 235 (373) (109) 61Tax (62) (75) (51) (45) (60) (71) (83) 78 (86) (85) (71) (87) (93) (71) (96) 18 (3) (34)Net gain/(loss) on discontinued operations 5Net income 130 142 107 94 100 114 126 189 143 142 149 162 175 147 139 (355) (112) 27Minority interests 11 7 0 (6) 10 10 14 39 16 15 15 13 15 9 13 (22) (84) (29)Net income Group share 119 135 107 100 90 104 112 150 127 127 134 149 160 138 126 (333) (28) 56Page 64 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the Registration document 2011 - A03Consumer credit€m Q1-08 Q2-08 Q3-08 Q4-08 Q1-09 Q2-09 Q3-09 Q4-09 Q1-10 Q2-10 Q3-10 Q4-10 Q1-11 Q2-11 Q3-11 Q4-11 Q1-12 Q2-12Revenues 605 622 615 634 727 776 819 843 844 854 826 852 859 852 830 813 779 749Operating expenses (319) (324) (317) (325) (344) (332) (340) (358) (339) (346) (338) (345) (335) (344) (330) (385) (330) (305)Gross operating income 286 298 298 309 383 444 479 485 505 508 488 507 524 508 500 428 449 444Cost of risk (129) (121) (175) (202) (250) (283) (301) (408) (305) (308) (296) (292) (296) (328) (286) (489) (593) (413)Equity affiliates 2 2 2 2 2 2 1 4 2 2 3 3 3 4 3 4 5 5Net income on other assets 1 2 (1) 1 (1)Change in value of goodwillPre-tax income 160 179 127 108 136 163 179 81 202 202 195 217 231 184 217 (57) (139) 36Tax (53) (62) (41) (38) (51) (64) (73) 87 (78) (77) (63) (77) (81) (58) (78) 13 15 (23)Net gain/(loss) on discontinued operationsNet income 107 117 86 70 85 99 106 168 124 125 132 140 150 126 139 (44) (124) 13Minority interests 11 7 (1) (6) 9 10 14 40 16 15 15 14 15 9 13 (14) (84) (28)Net income Group share 96 110 87 76 76 89 92 128 108 110 117 126 135 117 126 (30) (40) 41<strong>Le</strong>ase finance and factoring€m Q1-08 Q2-08 Q3-08 Q4-08 Q1-09 Q2-09 Q3-09 Q4-09 Q1-10 Q2-10 Q3-10 Q4-10 Q1-11 Q2-11 Q3-11 Q4-11 Q1-12 Q2-12Revenues 120 123 122 150 126 127 129 132 140 139 141 149 145 144 140 144 142 135Operating expenses (74) (75) (72) (91) (83) (74) (79) (81) (83) (81) (84) (88) (86) (83) (86) (96) (80) (78)Gross operating income 46 48 50 59 43 53 50 51 57 58 57 61 59 61 54 48 62 57Cost of risk (12) (6) (8) (30) (16) (28) (16) (17) (23) (26) (24) (22) (22) (32) (37) (117) (32) (32)Equity affiliates 1Net income on other assets (7) 5Change in value of goodwill (247)Pre-tax income 34 42 35 34 27 25 34 34 35 32 33 39 37 29 17 (316) 30 25Tax (9) (14) (11) (8) (10) (8) (11) (10) (11) (10) (12) (12) (12) (13) (16) 5 (18) (10)Net gain/(loss) on discontinued operations 5Net income 25 28 24 26 17 17 23 24 24 22 21 27 25 21 1 (311) 12 15Minority interests 1 1 (1) (1) (7)Net income Group share 25 28 23 26 16 17 23 25 24 22 21 28 25 21 1 (304) 12 15Asset management, insurance and private banking€m Q1-08 Q2-08 Q3-08 Q4-08 Q1-09* Q2-09* Q3-09* Q4-09* Q1-10 Q2-10 Q3-10 Q4-10 Q1-11 Q2-11 Q3-11 Q4-11 Q1-12 Q2-12Revenues 1 098 1 058 913 925 768 932 1 165 1 046 1 183 1 300 1 274 1 227 1 312 1 334 1 350 1 247 1 387 1 215Operating expenses (484) (470) (442) (468) (442) (425) (545) (568) (615) (655) (620) (600) (614) (626) (593) (675) (588) (606)Gross operating income 614 588 471 457 326 507 620 478 568 645 654 627 698 708 757 572 799 609Cost of risk (5) 9 (47) (73) 1 (5) (1) (1) (2) (15) 4 (12) 13 (124) (770) (195) (51) (4)Equity affiliates 1 (1) 3 1 1 1 1 1 (1) 2 3 2 3 3 2 3Net income on other assets (1) (2) 1 (1) (7) (1) 28Change in value of goodwill (4) 3Pre-tax income 609 598 422 384 328 502 620 478 564 633 657 610 714 586 (10) 379 750 636Tax (182) (173) (135) (120) (113) (154) (170) (97) (176) (202) (221) (202) (225) (208) (6) (180) (241) (187)Net gain/(loss) on discontinued operations 1Net income 427 425 287 264 215 348 450 381 388 431 436 409 489 378 (16) 199 509 449Minority interests 12 10 (4) (7) (13) 11 19 19 39 39 44 34 46 31 8 14 54 36Net income Group share 415 415 291 271 228 337 431 362 349 392 392 375 443 347 (24) 185 455 413Page 65 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the Registration document 2011 - A03Asset management: CAAM* until Q4-09 then Amundi*€m Q1-08 Q2-08 Q3-08 Q4-08 Q1-09 Q2-09 Q3-09 Q4-09 Q1-10 Q2-10 Q3-10 Q4-10 Q1-11 Q2-11 Q3-11 Q4-11 Q1-12 Q2-12Revenues 369 381 283 337 248 272 297 312 384 391 385 356 377 377 301 337 420 330Operating expenses (180) (169) (148) (159) (143) (145) (150) (166) (224) (249) (224) (209) (202) (211) (182) (183) (187) (195)Gross operating income 189 212 135 178 105 127 147 146 160 142 161 147 175 166 119 154 233 135Cost of risk (11) 5 (49) (44) 2 (1) (9) 9 (2) 14 6 (5) (8) 0 1Equity affiliates 1 0 1 0 2 3 2 3 3 2 3Net income on other assets (1) (2) (3) (1)Change in value of goodwill 4Pre-tax income 178 217 85 133 107 127 146 146 157 137 170 147 192 174 117 149 235 139Tax (60) (88) (21) (30) (38) (41) (45) (61) (51) (47) (57) (50) (63) (58) (38) (60) (77) (44)Net gain/(loss) on discontinued operationsNet income 118 129 64 103 69 86 101 85 106 90 113 97 129 116 79 89 158 95Minority interests 3 2 (2) 1 2 2 5 28 24 30 24 34 31 22 24 42 25Net income Group share 115 127 64 105 68 84 99 80 78 66 83 73 95 85 57 65 116 70* including asset management activities of BFTAsset servicing€m Q1-08 Q2-08 Q3-08 Q4-08 Q1-09 Q2-09 Q3-09 Q4-09 Q1-10 Q2-10 Q3-10 Q4-10 Q1-11 Q2-11 Q3-11 Q4-11 Q1-12 Q2-12Revenues 95 97 96 93 95 89 186 201 197 212 204 198 203 206 204 212 215 220Operating expenses (69) (69) (71) (72) (67) (62) (135) (151) (145) (144) (140) (147) (144) (143) (143) (141) (141) (149)Gross operating income 26 28 25 21 28 27 51 50 52 68 64 51 59 63 61 71 74 71Cost of risk (1) (1) 0 (1) (2) (2) (1) 1 (1)Equity affiliatesNet income on other assetsChange in value of goodwillPre-tax income 26 28 24 21 27 27 50 50 50 66 64 50 60 63 61 70 74 71Tax (8) (8) (7) (8) (8) (13) (15) (20) (16) (21) (20) (28) (22) (25) (21) (22) (25) (26)Net gain/(loss) on discontinued operationsNet income 18 20 17 13 19 14 35 30 34 45 44 22 38 38 40 48 49 45Minority interests 0 0 6 4 6 8 8 4 6 6 7 7 7 7Net income Group share 18 20 17 13 19 14 29 26 28 37 36 18 32 32 33 41 42 38Crédit <strong>Agricole</strong> Private Banking*€m Q1-08 Q2-08 Q3-08 Q4-08 Q1-09 Q2-09 Q3-09 Q4-09 Q1-10 Q2-10 Q3-10 Q4-10 Q1-11 Q2-11 Q3-11 Q4-11 Q1-12 Q2-12Revenues 164 162 142 151 137 151 144 145 151 172 163 158 175 174 170 158 176 170Operating expenses (115) (117) (114) (121) (110) (109) (110) (114) (113) (122) (123) (116) (127) (131) (131) (131) (132) (133)Gross operating income 49 45 28 30 27 42 34 31 38 50 40 42 48 43 39 27 44 37Cost of risk 6 3 3 (27) (5) (4) (4) (9) (1) (1) (2) 1 (5)Equity affiliates 1 (1) 1Net income on other assets (7)Change in value of goodwillPre-tax income 55 49 30 4 27 37 34 31 38 46 36 26 47 43 38 25 45 32Tax (16) (13) (9) (1) (6) (6) (6) (6) (7) (9) (7) (6) (9) (9) (7) (4) (8) (6)Net gain/(loss) on discontinued operationsNet income 39 36 21 3 21 31 28 25 31 37 29 20 38 34 31 21 37 26Minority interests 3 2 2 2 2 2 3 1 3 3 3 2 3 3 3 1 3 3Net income Group share 36 34 19 1 19 29 25 24 28 34 26 18 35 31 28 20 34 23* Crédit <strong>Agricole</strong> Private Banking : BGPI, CA Suisse, CA Luxembourg, CFM <strong>Mo</strong>naco, CA Espagne, CA Miami, DTVM Brésil – Excluding LCL Banque privéePage 66 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the Registration document 2011 - A03Insurance€m Q1-08 Q2-08 Q3-08 Q4-08 Q1-09 Q2-09 Q3-09 Q4-09 Q1-10 Q2-10 Q3-10 Q4-10 Q1-11 Q2-11 Q3-11 Q4-11 Q1-12 Q2-12Revenues 470 419 392 344 287 419 538 388 451 525 522 514 556 577 677 540 575 494Operating expenses (120) (115) (110) (116) (121) (109) (150) (137) (134) (140) (133) (127) (141) (141) (137) (220) (127) (129)Gross operating income 350 304 282 228 166 310 388 251 317 385 389 387 415 436 540 320 448 365Cost of risk (2) (1) 1 0 (1) 1 (130) (764) (185) (52) 0Equity affiliates 1 1 1 1 1 (1)Net income on other assets (1) (1) 28Change in value of goodwillPre-tax income 350 304 282 227 167 310 389 251 319 384 387 388 415 306 (224) 134 396 393Tax (98) (65) (98) (82) (62) (94) (104) (10) (101) (125) (137) (119) (131) (117) 60 (94) (130) (112)Net gain/(loss) on discontinued operationsNet income 252 239 184 145 105 216 285 241 218 259 250 269 284 189 (164) 40 266 281Minority interests 6 6 (6) (7) (16) 7 8 9 2 4 3 4 3 (10) (24) (19) 2 0Net income Group share 246 233 190 152 121 209 277 232 216 255 247 265 281 199 (140) 59 264 281Corporate and investement banking*€m Q1-08 Q2-08 Q3-08 Q4-08 Q1-09 Q2-09 Q3-09 Q4-09 Q1-10 Q2-10 Q3-10 Q4-10 Q1-11 Q2-11 Q3-11 Q4-11 Q1-12 Q2-12Revenues 1 876 807 1 811 1 861 1 600 1 510 1 177 1 216 1 463 1 574 1 329 1 323 1 518 1 449 1 667 1 116 1 405 1 348Operating expenses (885) (852) (790) (753) (755) (753) (764) (785) (804) (848) (832) (915) (901) (858) (842) (1 075) (836) (830)Gross operating income 991 (45) 1 021 1 108 845 757 413 431 659 726 497 408 617 591 825 41 569 518Cost of risk (168) (122) (322) (471) (301) (251) (287) (193) (147) (38) (114) 16 (73) (63) 23 (216) (31) (101)Equity affiliates 32 33 33 15 37 31 32 15 34 38 32 35 34 34 35 30 40 40Net income on other assets (1) (1) 2 1 8 1 1 (7) 3 (9) 7 0 12Change in value of goodwill (1 053) 0Pre-tax income 855 (134) 731 651 583 538 166 254 546 727 415 452 581 553 883 (1 191) 578 469Tax (265) 50 (182) (148) (170) (149) (14) (31) (154) (221) (107) (88) (212) (172) (274) 73 (169) (174)Net gain/(loss) on discontinued operations 0Net income 590 (84) 549 503 413 389 152 223 392 506 308 364 369 381 609 (1 118) 409 295Minority interests 21 24 12 (3) 14 11 10 7 13 17 10 10 6 2 10 (16) (1) (1)Net income Group share 569 (108) 537 506 399 378 142 216 379 489 298 354 363 379 599 (1 102) 410 296* ongoing activitiesFinancing activities€m Q1-08 Q2-08 Q3-08 Q4-08 Q1-09 Q2-09 Q3-09 Q4-09 Q1-10 Q2-10 Q3-10 Q4-10 Q1-11 Q2-11 Q3-11 Q4-11 Q1-12 Q2-12Revenues 569 353 606 1 155 456 465 500 580 651 657 657 738 640 646 692 447 505 524Operating expenses (229) (216) (223) (200) (210) (193) (208) (202) (202) (218) (211) (219) (222) (235) (225) (300) (234) (234)Gross operating income 340 137 383 955 246 272 292 378 449 439 446 519 418 411 467 147 271 290Cost of risk (101) (81) (164) (280) (275) (222) (258) (181) (131) (25) (33) 25 (79) (51) 17 (206) (27) (84)Equity affiliates 32 33 32 24 38 32 33 14 33 39 31 35 34 35 35 30 40 40Net income on other assets (1) (1) 2 1 1 1 1 (7) 1 (9) (1) 11 1Change in value of goodwillPre-tax income 271 89 250 698 11 83 68 212 351 454 444 572 374 386 518 (18) 284 247Tax (86) (12) (32) (163) (2) (14) (15) (40) (95) (131) (117) (123) (143) (116) (157) 10 (73) (81)Net gain/(loss) on discontinued operationsNet income 185 77 218 535 9 69 53 172 256 323 327 449 231 270 361 (8) 211 166Minority interests 15 18 17 (3) 4 4 7 3 10 11 10 10 2 (1) 4 (10) (7) (5)Net income Group share 170 59 201 538 5 65 46 169 246 312 317 439 229 271 357 2 218 171Page 67 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the Registration document 2011 - A03Capital markets and investment banking€m Q1-08 Q2-08 Q3-08 Q4-08 Q1-09 Q2-09 Q3-09 Q4-09 Q1-10 Q2-10 Q3-10 Q4-10 Q1-11 Q2-11 Q3-11 Q4-11 Q1-12 Q2-12Revenues 1 307 454 1 205 706 1 144 1 045 677 636 812 917 672 585 878 803 975 670 900 824Operating expenses (656) (636) (567) (553) (545) (560) (556) (583) (602) (630) (621) (696) (678) (623) (617) (776) (602) (596)Gross operating income 651 (182) 638 153 599 485 121 53 210 287 51 (111) 200 180 358 (106) 298 228Cost of risk (67) (41) (158) (191) (26) (29) (29) (12) (16) (13) (81) (9) 6 (12) 6 (10) (4) (17)Equity affiliates 1 (9) (1) (1) (1) 1 1 (1) 1 (1) (1) (1)Net income on other assets 7 2 1 (2) 11Change in value of goodwill (1 053)Pre-tax income 584 (223) 481 (47) 572 455 98 42 195 273 (29) (120) 207 167 365 (1 173) 294 222Tax (179) 62 (150) 15 (168) (135) 1 9 (59) (90) 10 35 (69) (56) (117) 63 (96) (93)Net gain/(loss) on discontinued operationsNet income 405 (161) 331 (32) 404 320 99 51 136 183 (19) (85) 138 111 248 (1 110) 198 129Minority interests 6 6 (5) 10 7 3 4 3 6 4 3 6 (7) 6 4Net income Group share 399 (167) 336 (32) 394 313 96 47 133 177 (19) (85) 134 108 242 (1 103) 192 125Discontinuing operations€m Q1-08 Q2-08 Q3-08 Q4-08 Q1-09 Q2-09 Q3-09 Q4-09 Q1-10 Q2-10 Q3-10 Q4-10 Q1-11 Q2-11 Q3-11 Q4-11 Q1-12 Q2-12Revenues (1 957) (1 082) (996) (426) (443) (519) (114) (271) (182) (121) 5 (76) 27 (24) (105) (212) (335) 37Operating expenses (51) (50) (128) (71) (29) (31) (31) (33) (25) (27) (27) (29) (23) (27) (25) (33) (27) (23)Gross operating income (2 008) (1 132) (1 124) (497) (472) (550) (145) (304) (207) (148) (22) (105) 4 (51) (130) (245) (362) 14Cost of risk (2) 2 (227) (134) (176) (205) (222) (140) (76) (92) (32) (57) (21) (100) 3 (51) (27)Equity affiliatesNet income on other assetsChange in value of goodwillPre-tax income (2 010) (1 130) (1 124) (724) (606) (726) (350) (526) (347) (224) (114) (137) (53) (72) (230) (242) (413) (13)Tax 646 383 361 171 181 250 103 185 120 61 40 44 19 23 63 97 153 6Net gain/(loss) on discontinued operationsNet income (1 364) (747) (763) (553) (425) (476) (247) (341) (227) (163) (74) (93) (34) (49) (167) (145) (260) (7)Minority interests (9) (11) (6) (8) (5) (4) (1) (2) (1) (1) (3) (4) (6)Net income Group share (1 364) (747) (763) (553) (416) (465) (241) (333) (222) (159) (73) (91) (33) (48) (164) (141) (254) (7)Corporate centre€m Q1-08 Q2-08 Q3-08 Q4-08 Q1-09* Q2-09* Q3-09* Q4-09* Q1-10 Q2-10 Q3-10** Q4-10** Q1-11 Q2-11 Q3-11 Q4-11 Q1-12 Q2-12Revenues 674 (43) (168) (142) (353) 9 (2) (237) (310) (18) (296) (409) (318) 43 (311) (126) 289 (503)Operating expenses (236) (236) (217) (274) (184) (243) (181) (168) (170) (284) (177) (299) (210) (252) (223) (290) (223) (214)Gross operating income 438 (279) (385) (416) (537) (234) (183) (405) (480) (302) (473) (708) (528) (209) (534) (416) 66 (717)Cost of risk 11 6 23 (16) (20) (9) (9) (33) (11) (9) 2 (11) 11 (45) (41) (263) 10 (20)Equity affiliates (1) 157 8 (30) (193) (19) (7) 7 35 61 (1 259) (1) (25) (2) (28) (24)Net income on other assets 421 14 (1) (2) 1 6 1 (160) (9) 1 (2) (4) 1 (6) 2Change in value of goodwillPre-tax income 869 (259) (206) (426) (587) (435) (205) (444) (644) (276) (419) (1 977) (520) (254) (604) (680) 42 (759)Tax (147) 226 104 250 251 56 153 176 139 125 185 597 131 126 315 224 (57) 61Net gain/(loss) on discontinued operations (5) (1) 1Net income 722 (33) (102) (176) (336) (379) (52) (269) (505) (151) (234) (1 381) (394) (129) (288) (456) (15) (698)Minority interests 28 19 38 45 45 47 48 38 45 44 51 43 49 39 51 42 46 41Net income Group share 694 (52) (140) (221) (381) (426) (100) (307) (550) (196) (285) (1 424) (443) (168) (339) (498) (61) (739)* 2009 data restated due to transfer of BFT Banque (BFT) to the Corporate centre** Revenues and expenses in Q3-10 and Q4-10 include a technical consolidating adjustment that has no impact on GOIPage 68 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A03HALF YEAR FINANCIAL REPORTCONTENTS1. FINANCIAL REVIEW OF CRÉDIT AGRICOLE SA FOR THE FIRST HALF 2012702.INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FOR THE SIXMONTHS TO 30 JUNE 2012 1253. STATUTORY AUDITORS REPORT 204In accordance with articles 222-1, 222-4, 222-5 and 222-6 of the AMF’s General RegulationsPage 69 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A031. Financial review of Crédit <strong>Agricole</strong> SA for the first half 2012PRESENTATION OF CRÉDIT AGRICOLE S.A. GROUP’S CONSOLIDATED FINANCIALSTATEMENTS 71Economic and financial environment 71Changes to accounting principles and methods 71Changes in the scope of consolidation 72Crédit <strong>Agricole</strong> S.A. Group consolidated results 72FINANCIAL POSITION OF CRÉDIT AGRICOLE S.A. GROUP 95Recent changes in capital 95Shareholders’ equity 97Solvency ratios 97RELATED PARTIES 106INTERNAL CONTROL 106RECENT TRENDS AND OUTLOOK 108Recent events 108Outlook for the second half of 2012 108RISK FACTORS 109Page 70 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A03Presentation of Crédit <strong>Agricole</strong> S.A. Group’s consolidated financialstatementsEconomic and financial environmentWith the escalating financial crisis in Greece, spreading to Spain and in particular to Italy, and the dominoeffects which transited through the banking system, the second half of 2011 was characterised by thegrowing severity of the sovereign debt crisis. Faced with an extremely challenging situation, the ECB’sdecision in December to fully open up the liquidity gates allowed for a return to relative calm on the markets,with two long-term refinancing operations with maturities of three years, coupled with more relaxed eligibilitycriteria for collateral and a further cut in interest rates (following that of November). In addition, politicalalternation in Greece and Italy, with the installation of two transitional governments headed by technocrats,was well received. In addition, the EU summit of 9 December set in stone budgetary discipline in theeurozone by setting “constitutional” limits for public deficits and reinforcing supervisory and sanctionmechanisms. Lastly, in February, with the signing of a further 130 billion euro aid in the framework of theEuropean support plan for Greece and the shaving of public debt granted by private creditors, fears aboutthe country leaving the eurozone were allayed.Budgetary restraint and monetary and financial orthodoxy remained at the heart of the strategy for finding asolution to the eurozone crisis, resulting in the joint purging of public, private and above all banks’ balancesheets, with detrimental consequences on growth.This was reflected by stagnation in eurozone GDP in the first quarter of 2012. While France managed to holdup with zero growth, Italy slid into recession with a fall of -0.8% in the first quarter of 2012 following -0.7% inthe fourth quarter of 2011. Economic activity also continued to decline in Spain (-0.3%) and Portugal (-0.1%).This contrasts strongly with Germany, which saw growth of 0.5% in the first quarter following a fall of -0.5%in the fourth quarter of 2011.This respite was only short-lived following the announcement in early March of the derailing of publicfinances in Spain, with a deficit representing 8.5% of GDP in 2011 compared with a target of 6%. Thisprompted the Spanish government to announce that the country would exceed the initial deficit target of4.4% for 2012, which was increased to 5.3% after negotiations with EU partners. At the time of the Aprilelections in Greece, the population’s forceful rejection of austerity policies, against the backdrop of adangerous rise of extremist and populist parties hostile to the Troika programme, also created turmoil in themarkets. A favourable outcome was finally reached pursuant to a second ballot that opened up the way forthe formation of a coalition government willing to pursue adjustment.However, the situation in Spain continued to cause concern on the markets. The forecast for growth wasrevised drastically by the authorities to -1.7% from +2.3% in 2012, and unemployment reached new peaklevels. The purge of the property market, which is far from over, has weakened the banks’ balance sheets,already tested by the need to comply with new Basel III regulations. These concerns were reflected by highsovereign risk premiums which sporadically topped the symbolic 7% mark which was the threshold fortriggering aid plans for Greece, Ireland and Portugal. Italy did not escape this contagion, with governmentbond rates also under pressure.The EU summit of 28 and 29 June was therefore held in a climate of acute of tension. In order to break thelinks of interdependence between sovereign and bank risks, the European Stability Mechanism (ESM) –which will replace the European Financial Stability Facility (EFSF) in December following the decision by theGerman constitutional court – has been authorised to grant direct financial aid to banks without having to gothrough governments, under the condition of the implementation of EU-wide banking supervision under theaegis of the ECB. 100 billion euros have also been allocated to Spain to strengthen its banking sector.Lastly, the capacity of European bailout funds to intervene in the debt markets has been reasserted.Against this backdrop of latent crisis, investors have remained highly cautious, as demonstrated by theextremely low level of risk-free rates (1.58% for 10-year government bonds in Germany and 1.65% in theUnited States at end-June). The euro has weakened considerably while the financial crisis, in affecting twoeurozone heavyweight countries, has changed in scale and therefore nature, becoming more systemic.Changes to accounting principles and methodsChanges to accounting principles and methods are described in Note 1 to the interim condensedconsolidated financial statements at 30 June 2012.Page 71 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A03Changes in the scope of consolidationChanges to the scope of consolidation are described in Notes 2.1.II and 2.1.III and Note 10 to the interimcondensed consolidated financial statements at 30 June 2012.Crédit <strong>Agricole</strong> S.A. Group consolidated resultsCONDENSED CONSOLIDATED FINANCIAL STATEMENTS – KEY AGGREGATES(in millions of euros) H1 2012 H1 2011ChangeH1/H1Revenues 10,176 10,835 (6.1%)Operating expenses, depreciation and amortisation (6,479) (6,606) (1.9%)Gross operating income 3,697 4,229 (12.6%)Cost of risk (2,934) (1,947) +50.7%Operating income 763 2,282 (66.6%)Share of profit in equity-accounted entities 640 710 (9.9%)Net income on other assets and change in value of goodwill 36 (366) nmPRE-TAX INCOME 1,439 2,626 (45.2%)Income tax (1,004) (1,107) (9.3%)After-tax income from discontinued or held-for-sale operations 4 13 (69.2%)NET INCOME 439 1,532 (71.4%)NET INCOME GROUP SHARE 363 1,339 (72.9%)Earnings per share (in euros) 0.15 0.56Revenues amounted to 10.2 billion euros in the first half of 2012, down by 6.1% compared with thefirst half of 2011 which had reached a historically high level (10.8 billion euros). In the backdrop of a sluggishFrench economy, the business lines of Crédit <strong>Agricole</strong> S.A. Group showed good resilience. <strong>Mo</strong>reover,revenues in the first half year of 2012 include specific items of which the main features are:- Impairment of Intesa Sanpaolo shares for -427 million euros with regard to the permanentdepreciation of available-for-sale securities;- Capital losses on disposal of portfolios within the framework of the adjustment plan for -434million euros in Corporate and investment banking;- Realised losses on disposals of securities for -93 million euros in the Corporate centre,- Gain on the buyback of hybrid securities for +864 million euros booked in the Corporate centre.Page 72 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A03Operating expenses remained contained between the first half of 2011 and 2012, decreasing by1.9% over the period. The cost/income ratio was 63.7%, a deterioration of 2.7 points compared with the firsthalf of 2011.Gross operating income reached 3.7 billion euros in the first half of 2012, a decrease of 12.6%compared with the first half of 2011.The cost of risk increased by more than 50% to 2.9 billion euros in the first half of 2012 comparedwith the first half of 2011. This increase is particularly marked in International retail banking, mainly in Greecedue to the impacts of the European support plan to Greece booked at Emporiki (-344 million euros at 30June 2012 compared with -71 million euros at 30 June 2011), as well as the recording on 30 June 2012 of abusiness sector and country risk provision for -314 million euros. The cost of risk also increased in theSpecialised financial services with an additional provision booked in consumer credit in Italy for -364 millioneuros at Agos.Excepting the impact of the European support plan to Greece, the cost of risk on loans outstandingrepresented 91 basis points for the half-year against 74 basis points one year ago. Restated for theadjustment plan, the impacts of the business sector and country risk provision and the additional provisionon Agos, the cost of risk on loans outstanding reached 74 basis points in the half-year, i.e. a level equivalentto the one of the first half of 2011. <strong>Mo</strong>reover, the cost of risk represented 79% of gross operating income inthe first half of 2012 against 46% in the first half of 2011.Impaired loans (excluding lease finance transactions with customers) amounted to 23.8 billion eurosand represented 4.6% of gross customer and interbank loans outstanding, representing a level comparableto that of 31 December 2011. Impaired loans were covered by specific reserves up to 55.1%, compared with54.0% at 31 December 2011. Including collective reserves, the impaired loan cover rate was 70.7%, up 130basis points compared with the end of December 2011.Income from equity affiliates was 640 million euros in the first half of 2012, down by 9.9%compared to the first half of 2011. This fall reflects for the main part the decrease of the result of theRegional Banks which was adversely affected by a 67 million euro impairment of the securities of SACAMInternational, which is the entity carrying their interests in Emporiki and Cariparma.Net income on other assets and change in value of goodwill was a positive 36 million euros inthe first half of 2012, compared with a negative contribution of 366 million euros in the first half of 2011. Thiswas mainly attributable to the gain on the disposal of BES Vida shares to BES for 28 million euros in theInsurance business line. Note that the contribution in the first half of 2011 included the negative impact of theimpairment of the residual goodwill on Emporiki for an amount of -359 million euros.Overall, Crédit <strong>Agricole</strong> S.A. net income Group share amounted to 363 million euros in the firsthalf, an increase of 72.9% compared with the first half of 2011. Restated for the specific items of the halfyear,in particular the negative impact of Greece for -1,310 million euros, normalised net income Groupshare amounted to 1,801 million euros, decreasing by 22% compared with the normalised results of the firsthalf of 2011 (2,317 million euros).Page 73 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A03Adjustment plan ahead of scheduleThe Group actively continued to implement the adjustment plan announced on 14 December 2011, with thefollowing three main focuses:- In Retail banking: overall improvement in loan to deposit ratio.The increase in on-balance sheet deposits across all Group branch networks, in France and abroad,coupled with measured growth of loans outstanding, resulted in lowering the loan-to-deposit ratio to123.7% from 128.8% at end-June 2011.- In Specialised financial services: reduction of liquidity needs and diversification of funding.Growth of outstanding loans was controlled both in Consumer finance and in <strong>Le</strong>asing and Factoring.CACF sold 0.6 billion euros of non-performing loans in France and in Portugal in the first half of2012.Over the same period, new sources of funding were developed, mainly in the form of deposit inflowsand securitisations. CACF started up a retail savings business in Germany. In the first half of 2012,CAL&F realised a securitisation of lease finance receivables for approximately1 billion euros.- In Corporate and investment banking: further disposals.Disposal of loan portfolios in Financing activities continued during the first half of 2012, at lowdiscount rates (2.2% on average since the start of the disposals). Sales of CDOs and RMBSs havealready exceeded the initial target, thereby helping to reduce Basel 3 risk-weighted assets.As a result, at end-June 2012, 76% of the target for funding needs reduction had been met. Concerning riskweightedassets, the plan was fully realised at end-June, with a 48 billion euro reduction in risk-weightedassets, including the transfer of the correlation book.Page 74 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A03Reduction of funding needs€bnAt current exchange rateRealisedin H2-11Realised inH1-12Totalrealised upto 30/06/12Targetbetween30/06/11 and31/12/12%realised• Retail banking• Specialised financial services• Adjustment plan• Securitisation and other measures• CIBat constant exchange rate- 9- 3-1-2- 11-16- 9- 4-2-2- 2-4- 18- 7-3-4- 13-20- 23- 9- 18Total funding needs reduction - 23 - 15 - 38 - 50 76%At constant exchange rate - 28 -17 - 45Reduction of risk-weighted assets€bnAt constant exchange rateRealisedin H2-11Realised inH1-12Totalrealised upto 30/06/12Targetbetween30/06/11 and31/12/12%realisedAdjustment plan• SFS• CIB Current impact (Basel 2.5) 2013 impact (Basel 3)-1-11-7-4-3-19-6-13-4-30-13-17~ -5~ -30~ -18~ -12Total adjustment plan -12 -22 -34 ~ -35 97%Other measures• CIB – sale of market risk ofcorrelation book (net impact)Total RWA reduction-14 -14(including Basel 3 impacts) -12 -36 -48Page 75 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A03LiquidityAt 30 June 2012, Crédit <strong>Agricole</strong> Group's gross short-term debt (outstanding debt due within 370 days raisedby the Group's main treasury departments from market counterparties) amounted to 127 billion euros,compared with 185 billion euros at 30 June 2011. The Group had a surplus cash position of 17 billion eurosat end-June, corresponding to overnight deposits with the Central Banks.Since June 2011 and the implementation of the adjustment plan, short-term debt, net of deposits with centralbanks, has been reduced by 60 billion euros and amounts to 110 billion euros.This decline in short-term debt is due to the structural reduction in the business lines' requirements for 38billion euros under the adjustment plan, the replacement of 5 billion euros of short term debt by medium andlong term debt, and, lastly, to the use of liquidity reserves through repo'ing and access to Central Banks.At 30 June 2012, reserves of available assets that were liquid on the market or were eligible to CentralBanks after discounting, excluding deposits with Central Banks, amounted to 151 billion euros, including 135billion euros eligible to Central Banks, or 41 billion euros more than at 31 December 2011. They represented137% of net short-term debt. New reserves have been constituted owing to a broad base of very high-qualityassets available for securitization.In the area of medium/long-term funding, at 15 August 2012, Crédit <strong>Agricole</strong> S.A. has exceeded its marketissue programme, which was fixed at 12 billion euros for 2012. The performance rate is 138% includingissues carried out at the end of the year 2011 in addition to the 2011 programme. Not including these 2011issues, the performance rate was 102%, representing 12.2 billion euros raised since the beginning of theyear. The average term of the issues is 6.8 years and the average spread is 132 basis points versus midswap.Concurrently, the Group is developing access to additional funding sources, namely via its retail banknetworks and its specialised subsidiaries, with 2.5 billion euros raised through the Regional Banks at 30June 2012, 3.3 billion euros via LCL and Cariparma in their networks, 2.6 billion euros via Crédit <strong>Agricole</strong>CIB, mainly in structured private placements, and 1.2 billion euros via Crédit <strong>Agricole</strong> Consumer Finance.Page 76 sur 237
Crédit <strong>Agricole</strong> S.A.Results by business lineUpdate of the 2011 registration document - A03The Crédit <strong>Agricole</strong> S.A. Group is organised into six business lines:• French retail banking - Crédit <strong>Agricole</strong> Regional Banks;• French retail banking - LCL;• International retail banking (IRB);• Specialised financial services (SFS);• Asset management, insurance and private banking;• Corporate and investment banking (CIB);and the Corporate centre.The Group's business lines are defined in the notes to the consolidated financial statements for the yearended 31 December 2011, under Note 5, "Segment reporting" (see page 320 and 321 of the registrationdocument filed on 15 March 2012 under number D.12-0160. The Group's organisation and businessactivities are described on pages 16 to 31 of Crédit <strong>Agricole</strong> S.A.’s registration document).Operations and results by business lineContribution by business line to Crédit <strong>Agricole</strong> S.A.'s net income Group share(in millions of euros)H1 2012 H1 2011French retail banking – Regional Banks 545 574French retail banking – LCL 394 380International retail banking (1,117) (754)Specialised financial services 28 298Asset management, insurance and private banking 868 790Corporate and investment banking 445 661Corporate centre (800) (610)TOTAL 363 1,339Page 77 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A031- French retail banking - Crédit <strong>Agricole</strong> Regional Banks(in millions of euros)H1 2012 H1 2011Change2012/2011Revenues 6,592 6,841 (3.6%)Operating expenses, depreciation and amortisation (3,704) (3,661) +1.2%Gross operating income 2,888 3,180 (9.2%)Cost of risk (549) (828) (33.7%)Operating income 2,339 2,352 (0.6%)Consolidated data of the 38 Regional Banks restated for intragroup transactions (including the dividends received from Crédit <strong>Agricole</strong>S.A. by the Regional Banks)(in millions of euros)H1 2012 H1 2011Change2012/2011Share of net income of equity-accounted entities 545 574 (5.2%)NET INCOME GROUP SHARE 545 574 (5.2%)At the Regional Banks, business continued to develop, with balanced growth in lending and on-balancesheet deposits.Customer deposits amounted to 554.4 billion euros, with on-balance sheet deposits rising by 6.4% year-onyearto nearly 321 billion euros. Growth was driven primarily by time deposits (up 22.9%). Off-balance sheetdeposits moved down by 3.9% between June 2011 and June 2012 due to customer risk-aversion forsecurities, while life insurance deposits remained stable year-on-year despite market pressures.Loans outstanding rose by 2.8% year-on-year to 394.3 billion euros, with a 4.3% increase in home loans anda resilient performance in the SMEs and small business customer segments. Conversely, consumer creditloans declined.As a result, the loan-to-deposit ratio showed further improvement, decreasing to 127% at end-June 2012from 129% at end-December 2011.The Regional Banks' revenues (restated for intragroup transactions) amounted to 6.6 billion euros in the firsthalf of 2012, down by 3.6% by comparison with the first half of 2011. Revenues from customer businesswere stable over the period (even excluding home purchase savings schemes) owing to persistently solidinterest margins. Conversely, commissions and fee income declined by 3.0% year-on-year, particularly in thesecurities business segment. Portfolio revenues were adversely affected by a -268 million euros impairmentbooked by the Regional Banks on SACAM International which holds their equity investments in Emporiki andCariparma (-67 million euros impact on Crédit <strong>Agricole</strong> S.A.’s net income Group share). Excluding thisaccounting impact, revenues (excluding home purchase savings schemes) were down 0.9% year-on-year.Expenses remained under control, with a rise of 1.2% to 3.7 billion euros in the semester.The cost of risk declined sharply, by 33,7% in the first half, due to a substantial fall in collective reserves.The cost of risk amounted to 28 basis points of outstanding loans in the first half of 2012 compared with 44basis points in the first half of 2011. The ratio of reserves to impaired loans amounted to 107.8% at 30 June2012 and the non-performing loan ratio has remained stable over the past year at 2.4%.Page 78 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A03In all, operating income amounted to 2,339 million euros, down 0.6% compared with the first half of 2011.Consequently, for the six months to 30 June 2012, the Regional Banks' contribution to Crédit <strong>Agricole</strong> S.A.'snet income Group share amounted to 545 million euros. Excluding impairment losses booked in theaccounts of the Regional Banks on SACAM International shares which holds the equity investments inEmporiki and Cariparma, their contribution would have been 612 million euros, up 6.5%.2- French retail banking – LCL(in millions of euros)H1 2012 H1 2011Change2012/2011Revenues 2,013 1,968 +2.3%Operating expenses, depreciation and amortisation (1,246) (1,235) +0.9%Gross operating income 767 733 +4.6%Cost of risk (144) (155) (7.2%)Pre-tax income 623 578 +7.7%Income tax (209) (178) +17.1%NET INCOME 414 400 +3.5%NET INCOME GROUP SHARE 394 380 +3.5%LCL continues to back the economy by supporting SMEs and individual customers in financing their projects.Nonetheless, the first half of 2012 confirmed the trend initiated at the end of 2011, with a combination ofhigher deposits and controlled growth in lending.Loans outstanding rose by 0.7% year-on-year to 87.8 billion euros at 30 June 2012. This modest growthwas driven by home loans, which increased by 3.1% year-on-year to 54.2 billion euros. By contrast, loans toSMEs, which had risen substantially during the first half of 2011 (+7.4% between end-June 2010 and end-June 2011), remained stable year-on-year.Total deposits rose by 1.6% year-on-year to 151.5 billion euros. On-balance sheet deposits registeredgrowth of 13.7% year-on-year, driven by an increase of 31.6% in term account and deposits and by 12.2% indemand deposits. Off-balance sheet customer deposits declined by 8.6% year-on-year, due mainly to mutualfunds (down 23.3%) and securities portfolios (down 9.2%).The loan-to-deposit ratio improved by 13bp, at 116% at end-June 2012 compared with 129% at end-June2011.Revenues for the half year came to 2,013 million euros, up 2.3% on the first half of 2011 and up 0.4%restated for the provision for home purchase savings schemes and Cheque Image Exchange (CIE) fine. Thisresilience was supported by strong business momentum and by an upturn in interest income, which was7.5% (5) higher than in the first half of 2011, in line with improvement in lending margins and the reduction offunding. Fee and commission income fell by 8.0% (1) over the same period. This item was negatively affectedby the decline in volumes, particularly in securities transactions.(5) excluding home purchase savings schemes and write-back of Cheque Image Exchange (CIE) provisionPage 79 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A03Operating expenses were tightly controlled, edging up by 0.9% between the first half of 2011 and the firsthalf of 2012; the cost of risk was limited to 31 basis points of outstanding loans. As a result, operatingincome rose by 7.7% between the first half year of 2011 and the first half year of 2012 (by 1.2% restated forthe provision for home purchase savings plans and CIE), to 623 million euros.The ratio of impaired loans to outstanding loans was stable at 2.4% at end-June 2012, representing a slightdecrease compared with December 2011 (2.5%), while the impaired loan coverage ratio was increased to77.4% compared with 75.5% at end-December 2011.In all, net income Group share was 394 million euros in the first half year, a rise of 3.5% on the first half of2011.Page 80 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A033- International retail bankingIn International retail banking, 2012 first-half results were again impacted by the support plan for Greece, aswell as by the effects of deterioration in economic conditions on the cost of risk.On 24 February 2012, Greece announced its intention to extend the European support plan to three stateownedcompanies. Furthermore, an additional cost of risk was booked on the exchange of Greekgovernment bonds. The total impact of these two items in terms of cost of risk amounted to-344 million euros during the first half of the year. In addition, a provision for business sector and country riskof 314 million euros was booked in the first half of 2012 to take into account the downgrading of Greece’scredit rating on the ratings of local businesses and a particular risk relating to state-owned companiesguaranteed by the State.In all, net income Group share for the business line in the first half of 2012 was a loss of 1,117 million euros.Excluding Greece, International retail banking contributed 158 million euros to Crédit <strong>Agricole</strong> S.A.’s resultsin the first half of 2012 compared with 163 million euros in the first half of 2011.(in millions of euros)H1 2012 H1 2011Change2012/2011Revenues 1,515 1,527 (0.8%)Operating expenses, depreciation and amortisation (1,092) (1,012) +7.9%Gross operating income 423 515 (17.9%)Cost of risk (1,446) (755) +91.5%Equity affiliates 52 55 (4.7%)Net income on other assets and change in value ofgoodwill- (359) nmPre-tax income (971) (544) +78.5%Income tax (150) (246) (38.9%)Net income (after tax) from discontinued activities 4 14 (71.2%)NET INCOME (1,117) (776) +44.0%NET INCOME GROUP SHARE (1,117) (754) +48.2%NB: in the first quarter of 2012, BNI Madagascar was reclassified under discontinuing operations, representing 4.6 million euros inafter tax income for discontinued activities in the first half of 2012.In Italy, where GDP growth forecast for 2012 is negative by 2%, Cariparma shows good resilience thanks toits specific position as a regional network located in the north of the country. <strong>Le</strong>nding and margins stood upwell and gross operating income remained stable excluding the impact of integration-related costs in 2011and expenses relating to the cost-cutting programme launched at the end of the first half of the year.At 30 June 2012, Cariparma shows a customer liquidity surplus of 1.2 billion euros, compared withbreakeven at 31 December and a deficit of 0.4 billion euros at 30 June 2011. This liquidity surplus helped tofund the Crédit <strong>Agricole</strong> S.A. Group’s other business activities in Italy.Loans outstanding were 33.7 billion euros, 0.4% higher than at 31 December 2011 (excluding financing ofthe Group's other activities), in a market that declined by 1.0% (source: Associazione Bancaria Italiana).Loans to retail customers moved up by 1.4%, driven primarily by home loans. Corporate lending was downPage 81 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A03by 0.6%, in line with the market. Deposits were maintained in a highly competitive market, owing primarily tolong-term household savings deposits. On-balance sheet deposits therefore rose by 3.3% compared to 31December 2011 to 34.9 billion euros at 30 June, including an increase of 3.7% for term savings deposits.Cariparma is enjoying healthy momentum, which is allowing it to cope with increased cost of risk.Revenues were 829 million euros, reflecting year-on-year rise of 5.5% in the first half of 2012. Thisperformance was due to resilient interest margins along with an upturn in commissions and fee incomedriven by higher production in life insurance and private banking.Operating expenses rose by 14.4% compared to the first half of 2011, to 560 million euros, including 54million euros relating to the voluntary departure plan launched in late June, corresponding to around 400staff departures between now and the end of 2014. This plan forms part of the cost-cutting programmelaunched by Cariparma, combining a review of processes and network organisation. Excluding this plan andintegration-related costs (which represented 27 million euros in the first half of 2011, the year of the end ofintegration of Carispezia and new branches), the cost-income ratio increased by a moderate +1.1 pointrelative to the first half of 2011.The cost of risk was affected by deterioration in economic conditions, rising by 50.2% to 162 million euros inthe first half of 2012. The non-performing loan ratio was 7.1% at 30 June 2012, with a cover rate of 44.5%.With a view to containing the cost of risk, Cariparma took steps to optimise recovery procedures.Furthermore, the change in Italian law for impaired loans calculation (number of days in arrears to classify aloan as non-performing reduced from 180 to 90) produced only a marginal impact on the cost of risk.After tax relief, which generated savings of 51 million euros in the first half of 2012, Cariparma's contributionto net income Group share was 72 million euros in the first half (down 10.5% compared with the first half of2011).In Greece, Emporiki’s results were once again impacted by the PSI and further deterioration in economicconditions. However, in this difficult climate, Crédit <strong>Agricole</strong> S.A. continued to reduce its exposure during thefirst half of the year, while also looking for the best solution for Emporiki as part of the consolidation processvital for the Greek banking market. In August, several Greek banks submitted binding offers for Emporiki,subject to the usual regulatory authority approvals, to approval by HFSF and to the review by EuropeanCommission of compliance with the State aid rules.Emporiki’s refinancing policy, adopted a year ago with the aim of finding more of its own sources of fundsand reducing its reliance on Crédit <strong>Agricole</strong> S.A., continued to bear fruit. Against the backdrop of fiercecompetition, also affected by the election period in May and June, Emporiki increased its market share indeposits to 6.6% at end-June 2012, an increase of +90 basis points since 31 December 2011 (source: Bankof Greece). Crédit <strong>Agricole</strong> S.A.’s net funding to Emporiki Bank decreased by 0.9 billion euros over the firsthalf of the year from 5.5 billion euros at end-December 2011 to 4.6 billion euros at 30 June, benefiting at theend of the period from access to the ELA obtained in early June. Year-on-year, the decline in net fundingrepresented more than 5 billion euros.Crédit <strong>Agricole</strong> S.A.'s capital exposure amounted to 0.4 billion euros at 30 June 2012, compared with 1.3billion euros at 31 December 2011. A 2.3 billion euro capital increase was carried out in July 2012 andfinanced through an offset from the refinancing provided by Crédit <strong>Agricole</strong> S.A. Adjusted for this capitalincrease, based on the figures at end-June, Crédit <strong>Agricole</strong> S.A.'s capital exposure was 2.7 billion euros andnet funding amounted to 2.3 billion euros. Furthermore, the transfers of loans from the shipping loan portfolioto Crédit <strong>Agricole</strong> S.A. are set to begin in September.The completed or on-going disposals of Emporiki's Romanian, Bulgarian and Albanian subsidiaries to Crédit<strong>Agricole</strong> S.A. had no impact on results.Revenues declined by 21.8% year-on-year in the first half of 2012 to 286 million euros owing to the highercosts of deposits and the decrease in non-impaired loans which impact interest margins.Operating expenses came to 270 million euros, up 2.1% relative to the first half of 2011. Excluding the costof incentivised departures (140 in the second quarter of 2012) and various tax increases, operatingexpenses decreased by 6%. The effect of staff departures and the signing of a new corporate wageagreement at the start of the year allow for a structural reduction in expenses.The cost of risk was 1,207 million euros in the first half of the year, just over double the level of the first halfof 2011. This includes a number of specific items: firstly, the extension of the PSI to three Greek state-ownedcompanies for 319 million euros and an additional cost of risk of 25 million euros relating to the exchange ofGreek bonds; and secondly, a business sector and country risk provision of 314 million euros. The recurringcost of risk was 549 million euros for the first half of the year. The impaired loan ratio was 36.8%, with aPage 82 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A03cover rate of 57.3% (including the business sector and country risk provision), including 76.7% relating tocorporates.Lastly, the 130 million euros of residual deferred tax assets was cancelled.In all, Emporiki's contribution to net income Group share amounted to -1,275 million euros in the first half of2012.Excluding Italy and Greece, the Group's other entities strengthened their deposit-to-loan balance, whichshowed a surplus of 340 million euros at 30 June 2012, with 9.6 billion euros of on-balance sheet depositsand 9.3 billion euros of gross loans. Their contribution to net income Group share amounted to +86 millioneuros in the first half of 2012 compared with +82 million euros in the first half of 2011.In addition, the first half of 2012 saw a change in investments in equity affiliates.Crédit <strong>Agricole</strong> S.A. restructured its investment in BES by selling its stake in BES Vida for 225 million euros,and in participating in BES’s capital increase in proportion to its rights, for the same amount.Crédit <strong>Agricole</strong> S.A.’s stake in Bankinter was reduced in April to 20.6% from 24.5% at 31 December 2011 asa result of the combined effect of asset sales at the start of the year and non-participation in the earlyconversion of convertible bonds. Its stake in Bankinter was reduced below the 20% threshold following thepublic exchange offer for preferred shares realised by Bankinter in August, in which Credit <strong>Agricole</strong> S.A. didnot participate.Page 83 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A034- Specialised financial servicesDuring the first half of 2012, Specialised Financial Services continued with its policy of reducing liquidityconsumption, in keeping with the adjustment plan announced on 14 December 2011.(in millions of euros) H1-2012 H1 2011Change2012/2011Revenues 1,805 1,999 (9.7%)Operating expenses (794) (848) (6.4%)Gross operating income 1,011 1,151 (12.2%)Cost of risk (1,069) (677) +57.9%Equity affiliates 10 7 +34.2%Income before tax (48) 481 nmTax (37) (164) (77.6%)Net income from discontinued operations - 5 nmNet income (85) 322 nmNet income Group share 28 298 (90.7%)This policy dented the division’s revenues, which fell by 9.7% in the first half of 2012 relative to thefirst half of 2011. Operating expenses followed a similar trend, down 6.4% over the same period. The costincomeratio was therefore maintained at 44.0%.The cost of risk increased by 57.9% in the first half of 2012 relative to the first half of 2011, mainly asa result of additional provisions booked for Italian consumer finance subsidiary Agos, representing a total of364 million euros. The impact of the adjustment plan, representing a write-back of 46 million euros in cost ofrisk, partly compensating the additional provision for Agos.Total net income Group share for the business line was 28 million euros in the first half of 2012.Restated for the impact of the adjustment plan and the additional provisions for Agos, net income Groupshare was 159 million euros, down 46.8% relative to the first half of 2011.In consumer finance, the impact of the additional provisions for Agos and the managed reduction inbusiness activity resulted in net income Group share just at breakeven in the first half of the year at 1 millioneuros compared with 253 million euros in the first half of 2011.The business line saw a slowdown in activity, with a fall in the consolidated loan book by 1.9billion euros in the first half of the year to 49.7 billion euros. The managed loan book amounted to 76.1 billioneuros, a reduction of 2.2 billion euros, divided primarily between France (37%) and Italy (36%), with othercountries accounting for just 27%. This was due to the market slowdown, relating to the economic slowdownand measures of the adjustment plan, including a more selective approach and cutting back on certaintargeted partnerships. Non-performing loans were also sold in the first half of the year, representing a total of0.6 billion euros in France and Portugal.Crédit <strong>Agricole</strong> Consumer Finance has also diversified its external sources of funding as partof the adjustment plan, mainly via securitisation operations and development of deposits. Diversificationefforts concerned 3.7 billion euros at 30 June 2012.The slowdown in activity for the business line was reflected by a 10.7% fall in revenues in the firsthalf of 2012 compared with the first half of 2011, to 1,528 million euros. Against this backdrop, the businessline improved its operating efficiency. During the first half of 2012, expenses decreased by 6.4%. The costincomeratio therefore increased by 1.9 percentage point relative to the first half of 2011, to 41.6%.Page 84 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A03The cost of risk increased by 61.4% relative to the first half of 2011. Consumer finance in Francecontinued on the downtrend that began in the second half of 2011. Meanwhile, international consumerfinance activities deteriorated, mainly in Italy at Agos. Total additional provisions booked for the subsidiarycame to 364 million euros in the first half of 2012 following audits. At 30 June 2012, Agos’s non-performingloans represented 13.8% of total outstandings, with a coverage ratio of 84%. Significant measures weretaken with regard to governance, including in particular changes to the Board of Directors and riskmanagement, with a number of projects launched and the strengthening of dedicated teams.Restated for the adjustment plan and additional provisions for Agos, net income Group share fell by47.8% to 132 million euros.In <strong>Le</strong>ase Finance and Factoring, net income Group share came to 26 million euros, down 41.4%relative to the first half of 2011.Crédit <strong>Agricole</strong> <strong>Le</strong>asing and Factoring (CAL&F) is on track with its operating plan. The managed loanbook in lease finance amounted to 19.5 billion euros at end-June 2012, down 1.0% year on year. Factoredreceivables fell by 11.4% to 28.6 billion euros, with a far smaller decline in France.Revenues for the first half of 2012 developed in line with business activity, down 4.1% at 277 millioneuros. Expenses decreased by 6.3%, limiting the decline in gross operating income to 0.8%. The costincomeratio improved by 1.4 point relative to the first half of 2011 at 57.2%. The cost of risk increased by18.6% to 64 million euros. In the first half of 2011, this included 23 million euros relating to Emporiki <strong>Le</strong>asing,which was lowered to 22 million euros in the first half of 2012. In addition, a number of provisions werebooked for international activities in the first half of 2012. Lastly, taxes increased by 15.3%, mainly due to thenon-activation of deferred tax assets relating to Emporiki <strong>Le</strong>asing as of 1 January 2012.Page 85 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A035- Savings managementThe business line includes asset management, insurance, private banking and asset servicing.At 30 June 2012, the business line had 1,039.4 billion euros in total assets under management, or 33billion euros more than at 31 December 2011. This sharp increase was due to solid business momentumenhanced by a highly positive market effect over the period thanks to a market environment more favorablesince the beginning of the year. Excluding market, scope and currency effects totaling +18.7 billion euros,this growth was driven primarily by a 13.8 billion euro increase in AUM for the asset management line.After four consecutive quarters during which the business line’s results were adversely affected bythe cost of the European support plan to Greece, second-quarter results do not reflect any exceptional itemsas such, while first-half results reflect an additional cost of risk of 53 million euros relating to the Greek debtexchange transaction, recognised in the first quarter of 2012, compared with 131 million euros in the first halfof 2011.Net income Group share totalled 868 million euros in the first half of 2012, up 9.9% relative to thefirst half of 2011, which included an impact of 81 million euros relating to the European support plan toGreece, reduced to 35 million euros in the first half of 2012. The cost-income ratio reached a low level of45.9% in the first half of 2012, an improvement of 1.0 points relative to the first half of 2011.(in millions of euros)H1 2012 H1 2011Change2012/2011Revenues 2,602 2,646 (1.7%)Operating expenses, depreciation and amortisation (1,194) (1,240) (3.7%)Gross operating income 1 408 1,406 +0.1%Cost of risk (55) (110) (49.8%)Share of profit in equity-accounted entities 5 5 +2.0%Net income on other assets 28 - nmPre-tax income 1,386 1,301 +6.6%Income tax (428) (434) (1.4%)NET INCOME 958 867 +10.5%NET INCOME GROUP SHARE 868 790 +9.9%In Asset management, Amundi (including BFT's asset management operations, acquired on 1 July 2011)delivered very solid business performances, with assets under management amounting to almost 693 billioneuros at end-June 2012, a rise of 5.2% by comparison with the end of 2011. Over the same period, Amundiwas No. 1 in mutual fund deposits ( 6 ) in Europe. Net new inflows excluding branch bank networks were 20.9billion euros in the first half of 2012 with 13.4 billion euros in the institutional and corporate segment, drivenby money market inflows, and 2.2 billion euros in the third-party distributor segment, primarily in Europe.Inflows into employee savings management came to 5.3 billion euros, with a 16.6% increase in assets under(6) Source: Lipper FMI, scope of funds openeds at end-June 2012Page 86 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A03management in the first half. Outflows from branch bank networks continued (-7.1 billion euros in the firsthalf of 2012), albeit at a slower pace than in the previous semesters. In all, net new inflows amounted to 13.8billion euros in the first half, including a market and currency impact of +20.5 billion euros.During the first half of 2012, Amundi continued to deliver a satisfactory operating performance.Revenues fell by 0.5% compared to the first half of 2011 or down 8.4% adjusted for the capital gain of 60million euros recognised in the first half of the year. However, operating expenses continued to recede with areduction of 7.3% year-on-year in the second half of 2012, and the cost/income ratio in the first half remainedhighly competitive at 55.4% ( 7 ) over the period, an increase of 0.7 points compared to the first half of 2011.The fall in revenues should be considered in relation to the decline in income from fixed fees owing to a lessfavourable product mix. Even so, performance-based commissions increased from 43 million euros in thefirst half of 2011 to 61 million euros in the first half of 2012.In all, Amundi's net income rose by 3.0% year-on-year to 253 million euros in the first half of 2012and its contribution to net income Group share was 186 million euros (up 2.8%).In asset servicing, CACEIS has been engaged in robust business development since the beginning of theyear. This, coupled with a favourable market effect on fixed-income business, generated growth in assetsunder management. As a result, assets under custody were 2,388 billion euros, a rise of 5.7% bycomparison with 31 December 2011; cash deposits rose sharply year-on-year in the first half-year.Compared to 31 December 2011, funds under administration rose by 6.6% to 1,109 billion euros.Net income Group share was 80 million euros, in the first half of 2012, up 25.4% on the first half ofthe previous year.Private Banking showed resilience in a climate of financial crisis. It registered modest outflows in the firsthalf, which was adversely affected by competition from on-balance sheet products in France and byconcerns related to the eurozone. Assets under management benefited from a positive market and currencyimpact and came to 128.1 billion euros at 30 June 2012. In France, assets under management were 54.2billion euros, at a level comparable to that of 31 December 2011. Internationally, they rose by 2.6% to 70.9billion euros over the same period.Net income Group share was 57.2 million euros in the first half 2012, down 12.8% by comparisonwith the first half of the previous year.In Insurance, premium income was 11.5 billion euros in the first half of 2012 compared with 14.8 billioneuros in the first half of 2011, with a mixed performance in the different markets.Life insurance in France was subject to difficult market conditions. Premium income for the first sixmonths of 2012 totalled 8.0 billion euros, down 25.8%. However, life insurance assets under management –including outside France, but excluding Bes Vida, which was excluded from the scope of consolidation in thefirst half of 2012 – increased by 1.0% relative to 31 December 2011 to 218.4 billion euros, including 39.2billion euros in unit-linked accounts, representing 18% of assets under management at the end of the firsthalf of 2012.Non-life insurance premium income in France increased by 7% year-on-year, well above the rate ofmarket growth. Premium income totalled 1.5 billion euros in the first half of 2012 as a result of bothdevelopment of the client base and price revisions.(7) Adjusted for the capital gain of 60 million euros recognised in the first quarter of 2012Page 87 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A03The creditor insurance business continued to be supported by home loans, but was adverselyaffected by the slowdown in consumer finance, particularly in car loans in Italy. Overall, premium incomedecreased by 11% to 474 million euros in the first half of 2012.In international activities, the first half of the year saw two changes to the scope of consolidation. InApril 2012, Crédit <strong>Agricole</strong> Assurances (CAA) sold Bes Vida to BES. The business unit’s assets undermanagement stood at 5.4 billion euros at 31 December 2011. CAA also increased its stake in CA Vita to100% with the acquisition on 30 March 2012 of the shares held by Cariparma. On a like-for-like basis,international premium income continued to improve, rising by 5.2% relative to the second quarter 2011 at1,525 million euros.Investments are conservatively managed. As a result, 6 billion euros in peripheral sovereign debt was sold inthe first half of 2012, including 3.2 billion euros for Italy and 1.7 billion euros for Spain. Gross exposure ofCrédit <strong>Agricole</strong> Group's insurance companies to the sovereign debt of peripheral countries (Greece, Ireland,Portugal, Italy and Spain) had been reduced to 8.5 billion euros at 30 June 2012 from 15.3 billion euros at 31December 2011. <strong>Mo</strong>reover, investments are innovatively managed. The Group is thus developing itsinvestments in new asset classes designed to provide financing for the French economy, and particularly forlocal authorities.Net income Group share for the insurance business amounted to 545 million euros in thefirst half of 2012, up 13.6% year-on-year. Revenues fell by 5.7% year-on-year in the first half of 2012 to1,069 million euros due to the exclusion of BES Vida from the scope of consolidation (it accounted for 11million euros in the second quarter of 2011 in revenues) and to an unfavourable base effect. Operatingexpenses remained under control; they are stable year-on-year, excluding non-recurring gains related to PSIlosses that are deductible from tax bases. In terms of cost of risk, the first half of 2011 was impacted byCrédit <strong>Agricole</strong> Assurances’s involvement in the support plan to Greece, representing an amount of 131million euros in terms of cost of risk, equal to an impact of 81 million euros in terms of net income Groupshare. The cost of risk for the first half of 2012 includes 53 million euros relating to the exchange of Greekgovernment bonds, equal to an impact in terms of net income Group share of 35 million euros. TheInsurance business also recorded a capital gain of 28 million euros on the sale of shares in Bes Vida to BES.Page 88 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A036- Corporate and investment bankingDuring the first half of the year, Corporate and Investment Banking continued with its transformation strategyin accordance with the announcements made on 14 December 2011. Net income Group share for the firsthalf of the year totalled 445 million euros, down 32.8% relative to the first half of 2011. This reflects difficultmarket conditions, the impact of the adjustment plan and its initial effects on business activity. Lastly,discontinuing operations represented a negligible cost over the period, excluding the cost of the adjustmentplan.The adjustment plan represented an impact on net income Group share of 270 million euros in the first halfof 2012, the majority of which was recognised at the start of the period. These costs include -251 millioneuros in discontinuing operations relating to the sale of CDOs and RMBSs, -44 million euros relating to thesale of loans in financing activities and a gain of 25 million euros relating to CA Cheuvreux’s withdrawal fromthe deal with CITICS in Capital markets and investment banking.In addition, 192 million euros was recognised in respect of the revaluation of debt issues and loan hedges.Adjusted for these various items, net income Group share came to 523 million euros, including 533 millioneuros for ongoing activities alone.(in millions of euros)H1 2012 H1 2012AdjustmentplanH1 2012Reevaluationof debtissues andloan hedgesH1 2012restated*H1 2012*ongoingactivitiesRevenues 2,455 (433) 307 2,581 2,516Operating expenses, depreciation andamortisation(1,716) 40 - (1,756) (1,706)Gross operating income 739 (393) 307 825 810Cost of risk (210) (39) - (171) (132)Share of profit in equity-accounted entities 80 - - 80 80Net income on other assets and change invalue of goodwill12- -12 12Pre-tax income 621 (432) 307 746 770Income tax (184) 156 (111) (229) (243)NET INCOME 437 (276) 196 517 527NET INCOME GROUP SHARE 445 (270) 192 523 533* Restated for reevaluation of debt issues and loan hedges and before impacts of adjustment planPage 89 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A03Ongoing activities(in millions d’euros)H1 2012 H1 2012 * H1 2011*ChangeH1*/H1*Revenues 2,753 2,516 2,923 (13.9%)Operating expenses, depreciation andamortisation(1,666)(1,706)(1,758) (3.0%)Gross operating income 1,087 810 1,165 (30.4%)Cost of risk (132) (132) (136) (2.5%)Share of profit in equity-accounted entitiesNet income on other assets and change in valueof goodwill80 80 69 +16.7%12 12 (8) nmPre-tax income 1,047 770 753 (29.4%)Income tax (343) (243) 257 (34.1%)NET INCOME 704 527 496 (27.1%)NET INCOME GROUP SHARE 706 533 495 (25.4%)* Restated for reevaluation of debt issues and loan hedges and before impacts of adjustment planOngoing activities generated net income Group share of 706 million euros.Adjusted for the revaluation of debt issues and loan hedges (192 million euros) and costs of the adjustmentplan relating to discounts granted on the disposal of loans (-19 million euros), ongoing activities generatednet income Group share of 533 million euros, a fall of 25.4% relative to the first half of 2011.Revenues totalled 2,516 million euros, down just 13.9%, reflecting the slowdown in financing activities andthe rebound at the start of the period in fixed income activities. Operating expenses decreased by 3.0%relative to the first half of 2011, resulting in a fall in gross operating income of 30.4% relative to the first halfof 2011.Adjusted for these various items, the cost-income ratio was 67.8%, an increase of 7.6 points relative to thefirst half of 2011, reflecting the initial negative effects of the adjustment plan on revenues, and operatingexpenses, for which the impact of the plan are not yet in full force.Page 90 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A03Financing activitiesH1 2012 H1 2012AdjustmentplanH1 2012* H1 2011*ChangeH1*/H1*(in millions d’euros)Revenues 1,029 (70) 1,018 1,279 (20.3%)Operating expenses, depreciation andamortisation(468)-(468) (457) +2.3%Gross operating income 561 (70) 550 822 (32.9%)Cost of risk (111) - (111) (130) (13.7%)Share of profit in equity-accountedentitiesNet income on other assets and changein value of goodwill80 - 80 69 +16.7%1 - 1 (8) nmPre-tax income 531 (70) 520 753 (30.8%)Income tax (154) 25 (150) (257) (41.6%)NET INCOME 377 (45) 370 496 (25.3%)NET INCOME GROUP SHARE 389 (44) 382 495 (22.6%)* Restated for loan hedges, and before cost of adjustment planDuring the first half of 2012, the objectives of the adjustment plan in terms of reducing liquidityconsumption continued to weigh down the majority of Financing activities.At first, origination was reduced significantly, reflecting the more selective approach to new operations,particularly in structured finance and commercial banking. Against the backdrop of pressure on margins anda continuing high cost of liquidity, commercial banking revenues decreased despite a slight upturn inbusiness volumes from the end of the first quarter. In syndication activities, Crédit <strong>Agricole</strong> CIB managed tomaintain its position as No. 1 in France, Western Europe and the EMEA region 8 .The asset reductions initiated in 2011 also continued throughout the first half of 2012, representing 2.6billion euros and a cost in terms of revenues of 70 million euros (44 million euros in terms of net incomeGroup share). In total, loans sold amounted to 9 billion euros, with an average discount of 2.2%. Lastly, asannounced on 14 December 2011, the new “Distribute to Originate” model for Financing activities was rolledout gradually and the first partnerships set up, notably with Predica in the local authority segment.Following a number of quarters during which loan hedging had a limited impact, the first half of 2012saw a gain of 82 million euros in terms of revenues as a result of particularly turbulent market conditions –with a very significant increase in credit spreads in the second quarter of 2012 – compared with 13 millioneuros in the first half of 2011.The cost of risk for the first half of 2012 included a net charge of 111 million euros comprising nonmaterial individual charges relating to a limited number of deals.8 Source: Thomson FinancialPage 91 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A03In total, Financing activities generated net income Group share of 389 million euros in the first half of2012, or 382 million euros restated for loan hedges and before the cost of the adjustment plan.Capital market and investment banking(in millions d’euros)H1 2012 H1 2012AdjustmentplanH1 2012 * H1 2011*ChangeH1*/H1*Revenues 1,724 - 1,498 1,644 (8.9%)Operating expenses, depreciation andamortisation(1,198) 40 (1,238) (1,301) (4.8%)Gross operating income 526 40 260 343 (24.3%)Cost of risk (21) - (21) (6) x3.3Share of profit in equity-accounted entities - - - (1) nmNet income on other assets and change invalue of goodwill11 - 11 2 nmPre-tax income 516 40 250 338 (26.4%)Income tax (189) (14) (93) (112) (17.0%)NET INCOME 327 26 157 226 (31.0%)NET INCOME GROUP SHARE 317 25 151 219 (31.7%)* Restated for revaluation of debt issues (in revenues, Q2-12: +€224m; Q1-12: +€1m) and the impact of the adjustment plan (inoperating expenses, Q1-12: +€40m ; Q2-12: €0m)The decline in earnings for Capital markets and investment banking during the first half of 2012 waslimited thanks to the significant rebound in capital market activities at the start of the period. Following asharp increase in earnings from Fixed income activities in the first quarter thanks to the performance of bondactivities, which benefited from the rebound in primary issues in a more favourable debt market than at theend of 2011, capital market activities declined in the second quarter under lacklustre market conditions.Crédit <strong>Agricole</strong> CIB nevertheless managed to increase its market share in primary bond issues, rising tofourth place for all issues in euros 9 . Fixed income derivatives also performed well in a weakened and fairlyinactive market.Revenues include a positive impact of 225 million euros relating to the revaluation of debt issues, comparedwith +37 million euros in the first half of 2011.Overall, Capital markets and investment banking generated net income Group share of 317 million euros inthe first half of 2012. Adjusted for the revaluation of debt issues and the impact of the adjustment plan, netincome Group share was 151 million euros, down 31.7% compared with the first half of 2011.VaR remained under control at the low level of 15 million euros as at 30 June 2012.In the Equity business, two major transactions were announced in July. The first one, on 20 July 2012,concerns CLSA with the announcement of the sale by Crédit <strong>Agricole</strong> CIB to CITICS International of 19.9%interests in CLSA, and the attribution of a put option to Crédit <strong>Agricole</strong> CIB for CITICS International to9 Source: Thomson FinancialPage 92 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A03acquire the remaining 80.1% interest in CLSA. This follows the announcement on 29 March 2012 of thewithdrawal of CA Cheuvreux from the scope of the transaction, resulting in a provision write-back of 40million euros in the first half of 2012, recognised under operating expenses.As indicated, new strategic orientations have been sought for Cheuvreux, which resulted on 17 July 2012,concerns Cheuvreux, with the announcement of the entry into exclusive negotiations with Kepler CapitalMarkets concerning the merger of Crédit <strong>Agricole</strong> Cheuvreux and Kepler.These two transactions did not produce any financial impact on the accounts for the second quarter of 2012.Discontinuing activities(in millions d’euros)H1 2012 H1 2012AdjustmentplanH1 2012 * H1 2011* ChangeH1*/H1*Revenues (298) (363) 65 3 nsOperating expenses, depreciation andamortisation(50) - (50) (50) 0.0%Gross operating income (348) (363) 15 (47) nmCost of risk (78) (39) (39) (78) (49.9%)Pre-tax income (426) (402) (24) (125) (81.0%)Income tax 159 145 14 42 (67.2%)NET INCOME (267) (257) (10) (83) (88.0%)NET INCOME GROUP SHARE (261) (251) (10) (81) (88.1%)* Restated for the impact of the adjustment planThe sale of portfolios initiated during the fourth quarter of 2011 under the adjustment plan was accelerated atthe start of the first half of 2012: almost the entire portfolio of CDOs in the trading book and US RMBSs weresold for a total of 5.9 billion euros (1.1 billion euros in full-year 2011). The impact of these disposals on netincome Group share for the first half of the year was -251 million euros and savings in risk-weighted assets(CRD 4 view) amounted to some 14 billion euros, in addition to the 3.5 billion euros in savings from thedisposals carried out in the fourth quarter of 2011.The net impact in terms of risk-weighted assets of the sale of the market risk of the correlation book to Blue<strong>Mo</strong>untain in February 2012 was 14 billion euros.Excluding the effects of the adjustment plan, net income Group share from discontinuing operations wasnegligible in the first half of 2012 at -10 million euros compared with -33 million euros in the first half of 2011.Additional information on the nature of the main exposures is provided in the section entitled "Sensitiveexposures based on Financial Stability Board recommendations" in the “Risk factors” section of the financialreview.Page 93 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A037- Corporate centre(in millions of euros)H1 2012 H1 2011Change2012/2011Revenues (214) (275) (22.0%)Operating expenses, depreciation and amortisation (437) (462) (5.7%)Gross operating income (651) (737) (11.7%)Cost of risk (10) (36) (76.3%)Share of profit in equity-accounted entities (52) 1 nmNet income on other assets and change in value ofgoodwill(4) (1) x6.1Pre-tax income (717) (773) (7.5%)Income tax 4 257 (98.5%)NET INCOME (713) (522) +36.2%NET INCOME GROUP SHARE (800) (610) +30.8%In the first half of 2012, revenues showed a loss of -214 million euros compared with a loss of -275 millioneuros in the first half of 2011. This includes a gain relating to a buyback of hybrid securities in February2012, which generated revenues of 864 million euros (552 million euros in net income Group share), as wellas unfavourable contributions such as capital losses on the disposal of securities of 93 million euros duringthe first quarter and an impairment charge of 427 million euros relating to Intesa Sanpaolo shares during thesecond quarter.It is worth noting that the first half of 2011 incorporated high revenues from financial management due to thesharp rise in the return on inflation-indexed assets.Furthermore, operating expenses fell by 5.7% year-on-year in the first half of 2012.In all, Corporate Centre generated negative net income Group share of -800 million euros in the first half of2012 compared with -610 million euros in the first half of 2011.Page 94 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A03Financial position of Crédit <strong>Agricole</strong> S.A. GroupRecent changes in capitalAt 30 June 2012, Crédit <strong>Agricole</strong> S.A.’s share capital amounted to 7,494,061,611 euros, divided into2,498,020,537 shares with a par value of €3 each.For the year 2011, as Crédit <strong>Agricole</strong> S.A.’s net income Group share was negative, the Board decided not topropose to the General Meeting of Shareholders of 22 May 2012 that a dividend be paid out.The table below shows changes in Crédit <strong>Agricole</strong> S.A.'s share capital over the last five years:Date and type of transactionAmount of sharecapital(in euros)Number of sharesShare capital at 31/12/2006 4,491,966,903 1,497,322,30106/02/2007Capital increase by share issue for cash(Board meeting of 21/11/2006)+449,196,690 +149,732,23005/12/2007Capital increase reserved for employees(AGM of 23/05/2007)+68,107,023 +22,702,341Share capital at 31/12/2007 5,009,270,616 1,669,756,87207/07/2008Capital increase by share issue for cash(AGM of 21/05/2008)+1,669,756,872 +556,585,624Share capital at 31/12/2008 6,679,027,488 2,226,342,49623/06/2009Payment of scrip dividends for year 2008(AGM of 19/05/09)+279,712,323 +93,237,441Share capital at 31/12/2009 6,958,739,811 2,319,579,93721/06/2010Payment of scrip dividends for year 2009(AGM of 19/05/10)29/07/2010Capital increase reserved for employees(AGM of 19/05/09)+199,239,846 +66,413,282+47,001,216 +15,667,072Share capital at 31/12/2010 7,204,980,873 2,401,660,29120/06/2011Payment of scrip dividends for year 2010(AGM of 18/05/11)05/10/2011Capital increase reserved for employees(AGM of 18/05/11)+288,935,580 +96,311,860+145,158 +48,386Page 95 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A03Share capital at 31/12/2011 7,494,061,611 2,498,020,537Share capital at 30/06/2012 7,494,061,611 2,498,020,537Change in share capitalThe table below shows changes in the ownership of Crédit <strong>Agricole</strong> S.A.’s share capital over the last year:At 30/06/2012 At 31/12/2011At30/06/2011ShareholdersNumber of shares% ofvotingrights%of sharecapital%of sharecapital%of sharecapitalSAS Rue La Boétie* 1,405,263,364 56.48% 56.26% 56.25% 56.26%Treasury shares** 9,782,319 - 0.39% 0.28% 0.15%Employees (ESOP) 125,884,016 5.06% 5.04% 4.78% 4.42%Float (institutional investorsand individual shareholders)957,090,838 38.46% 38.31% 38.69% 39.17%TOTAL 2,498,020,537 100% 100% 100% 100%* SAS Rue La Boétie is wholly-owned by the Crédit <strong>Agricole</strong> Regional Banks.** The treasury shares are directly held as part of the share buyback programme, which is recognised on Crédit <strong>Agricole</strong> S.A.’s balancesheet, designed to cover stock options and as part of a share liquidity agreement.Page 96 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A03Shareholders’ equityAt 30 June 2012, Crédit <strong>Agricole</strong> S.A.'s shareholders' equity (before deduction of equity investments)amounted to €38.6 billion (compared with €40.4 billion at 31 December 2011). The main changes were due i)to the buyback and call of super-subordinated securities and ii) to the variation in unrealised gains andlosses.Total regulatory capital (before deduction of equity investments) amounted to €60.2 billion, comparedwith €62.4 billion at 31 December 2011.Solvency ratiosRegulations in forceThe decree of 20 February 2007, amended on 23 November 2011, transposing the European CapitalRequirements Directive (CRD III) into French law, defined the “capital requirements applicable to creditinstitutions and investment firms”. In accordance with these provisions, Crédit <strong>Agricole</strong> S.A. Group hasincorporated the impacts of the implementation of this directive into the management of its capital and itsrisk.The CRD ratio is mandatory as of 1 January 2008. However, banks continue to calculate the CAD ratio, asthe regulatory authority has defined a floor of 80% of these requirements until at least 31 December 2011,and for information only in 2012.The capital adequacy ratio, which is calculated in accordance with the rules set out in the European CRD 3directive, is based on the assessment of weighted assets of credit risk, of market risks and of operationalrisk. The resulting capital requirements for each type of risk are set out below in the paragraph entitled“Capital requirements by type of risk”.In accordance with the decree of 20 February 2007, exposure to credit risk is measured using two methods:- the standardised approach, which is based on external credit ratings and fixed weightings for eachBasel exposure class;- the internal ratings based approach (IRB), which is based on the bank’s own internal rating system.There are two subsets of the IRB approach:ooFoundation IRB (IRB-F): banks may only use their own estimates of default probability,Advanced IRB (IRB-A): banks use their own estimates of all risk components, includingprobability of default, loss given default, exposure at default and maturity.In late 2007, the French Regulatory Control Authority authorised Crédit <strong>Agricole</strong> S.A. Group to use itsinternal rating systems to calculate regulatory capital requirements for credit risk on retail and corporateexposures across most of its scope.In addition, the French Regulatory Control Authority authorised Crédit <strong>Agricole</strong> S.A. Group to use theadvanced measurement approach (AMA) to calculate operational risk capital requirements for its mainentities as of 1 January 2008. The other Group entities use the standardised approach, in accordance withregulations.Page 97 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A03Capital, capital requirements and capital adequacyI. Composition of capitalRegulatory capital is calculated in accordance with Regulation No. 90-02 of 23 February 1990 amended bythe decree of 23 November 2011 published by the Comité de la réglementation bancaire et financièrerelated to capital. It is divided into three categories: Tier 1, or core capital, Tier 2 and Tier 3 capital, fromwhich various types of deductions are made. Capital is allocated according to the following criteria:decreasing degree of robustness and stability, duration, degree of subordination.1. Tier 1 capital or core capitalThis includes:A. Permanent equity (capital, reserves, minority interests) after deductions• Equity capital;• Reserves, including other comprehensive income.Unrealised gains or losses on available-for-sale financial assets are recognised for accounting purposesin other comprehensive income and are restated as follows:- For equity instruments, net unrealised gains are deducted from Tier 1 capital on a currency bycurrency basis, net of the amount of tax already deducted for accounting purposes. 45% of the gainsbefore tax are then added back to Tier 2 capital on a currency by currency basis. Net unrealisedlosses are not restated,- Unrealised gains or losses recognised in other comprehensive income from cash flow hedges areneutralised,- For other financial instruments, including debt instruments or loans and receivables, unrealised gainsor losses are also neutralised,- Unrealised losses on available-for-sale assets recognised through profit or loss are not restated;• Share and merger premiums;• Retained earnings;• Net earnings for the current financial year, i.e. net income Group share, less a provision for estimatedpayment of dividends;• Funds deemed by the French Regulatory Control Authority to fulfill the conditions for inclusion inTier 1 capital, and which are not hybrid instruments such as those referred to below. At 30 June 2012,Crédit <strong>Agricole</strong> S.A. had a €1 billion shareholders’ advance from the Regional Banks that was classified inthis category and partially redeemed;• Minority interests : the share of minority interest in stakes held by Crédit <strong>Agricole</strong> S.A. as well as the T3CJ(see Note 5.7 to the consolidated financial statements) which have received approval from the FrenchRegulatory Control Authority to not be included in the category of hybrid instruments below.• The following items are deducted:- treasury shares held, valued at their book value,- intangible assets including start-up costs and goodwill.Page 98 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A03B. Hybrid instruments (including preferred shares)These include non-innovative capital instruments and innovative capital instruments, the latter with a strongrepayment incentive notably via a step-up mechanism. Hybrid instruments consist of the deeplysubordinated notes issued under the terms of Article L. 228-97 of the French Commercial Code, as amendedby the French Financial Security Act of 1 August 2003, and preferred securities issued under UK and USlaws, which come from the consolidation of ad hoc vehicles for the indirect issue of hybrid instruments.Note 5.11 to the consolidated financial statements “Equity” presents, in particular, the capital compositionand details of the preference shares.Under the terms of CRD 2, applicable at end-2010, a grandfather clause (Article 5.II of Regulation No. 90-02as amended by the decree of 29 December 2010) has been provided for non-innovative and innovativehybrid instruments already issued, which do not comply with the eligibility criteria specified by Article 2.b ofRegulation No. 90-02 (amended), in particular concerning the loss absorption conditions. This clause appliesto all the hybrid instruments in stock as at 31 December 2010 and provides for limits as of 2020 to the totalexposures in the form of hybrid instruments.These hybrid instruments will be included in Tier 1 capital subject to prior approval by the GeneralSecretariat of the French Regulatory Control Authority (SGACP).Hybrid instruments are subject to certain limits relative to Tier 1 capital (before the deductions set out initem 3 below):• “innovative” hybrid instruments, as defined above, are limited to 15% of Tier 1 capital subject to priorapproval from the SGACP providing that they meet the criteria for eligibility as Tier 1 capital;• total hybrid instruments – both innovative and non-innovative – may not exceed 35% of Tier 1 capital;• hybrid instruments (including the aforementioned preferred shares), and the aforementioned minorityinterests, taken collectively, may not exceed 50% of Tier 1 capital.Page 99 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A03Deeply subordinated notesDetails of the deeply subordinated notes as at 30 June 2012 were as follows:IssuerCrédit <strong>Agricole</strong>S.A.Crédit <strong>Agricole</strong>S.A.Crédit <strong>Agricole</strong>S.A.Crédit <strong>Agricole</strong>S.A.Crédit <strong>Agricole</strong>S.A.Crédit <strong>Agricole</strong>S.A.Crédit <strong>Agricole</strong>S.A.Crédit <strong>Agricole</strong>S.A.Date of issueAmount onissue (inmillions) Currency Call dates CompensationFebruary 2005 600 EUR Feb.-15 thenannuallyNovember2005600 EUR Nov.-15 thenquarterlyFebruary 2006 500 GBP Feb.-16 thenquarterlyAugust 2006 400 CAD Aug.-16 thenquarterlyMay 2007 1,500 USD May-17 thenevery 10 yearsOctober 2007 500 USD Oct-12 then halfyearlyDecember2007December2007250 NZD Dec.-17 thenquarterly650 EUR Dec.-12 thenquarterly6% then starting04/02/2006,10y CMS+0.025%, cap at7.75%4.13% then starting09/11/2015,E3M+1.65%5.136% then starting24/02/2016,Libor3M GBP + 1.575%5.5% then starting11/08/2016,CDOR 3M Cad +1.75%6.637% then starting31/05/2017,Libor 3M USD + 1.2325%10.035% (rate revision in2012)then starting 19/12/2017,NZD 3M +1.90%7.625% then starting27/12/2012, E3M+3.10%Innovative(I) / Noninnovative(NI)Regulatoryamounts at30/06/2012(in millionsof euros) (1)NI 371I 329I 246I 46NI 7057.375% NI 397NI 157NI 650Crédit <strong>Agricole</strong>S.A.Crédit <strong>Agricole</strong>S.A.Crédit <strong>Agricole</strong>S.A.Crédit <strong>Agricole</strong>S.A.Crédit <strong>Agricole</strong>S.A.Crédit <strong>Agricole</strong>S.A.Crédit <strong>Agricole</strong>S.A.CACEISNewedgeJanuary 2008 400 GBP Jan.-20 thenquarterlyMarch 2008 850 EUR Mar.-18 thenquarterlySeptember2008500 EUR Sept.-18 thenquarterlyJune 2009 1,350 USD Dec.-14 then halfyearlyOctober 2009 1,000 USD Oct.-19 thenquarterlyOctober 2009 550 EUR Oct.-19 thenquarterlyOctober 2009 300 GBP Oct.-19 thenquarterlyNovember2007December200840 EUR Nov.-17 thenquarterly103 USD Dec.-13 thenquarterlyCariparma June 2011 30 EUR June-16 thenquarterly7.589% then starting30/01/2020,Libor 3M GBP +3.55%8.2% then starting31/03/2018,E3M+4.80%10.653% then starting30/09/2018, E3M+6.80%8.375% then starting13/10/2019,Libor 3M USD + 6.982%7.875% then starting26/10/2019,E3M + 6.424%8.125% then starting26/10/2019,Libor 3M GBP+ 6.146%6.315% then starting28/11/2017, E3M+2.80%8.60% then starting23/12/2013,Libor 3M + 6.5%I 212I 849I 4999.75% NI 1,068I 790I 547I 359I 42NI 81E3M+7.29% NI 29TOTAL 7,377(1) Amounts used for the COREP declaration.Page 100 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A032. Tier 2 capital or supplementary capitalThis includes in particular:• funds from subordinated debt instruments that meet the conditions set out in Article 4c ofRegulation 90-02 on capital (perpetual subordinated notes);• funds from subordinated debt instruments that meet the conditions set out in Article 4d ofRegulation 90-02 on capital (redeemable subordinated notes);• 45% of net unrealised gains on equity instruments transferred on a currency by currency basisbefore tax into Tier 2 capital;• the positive difference between expected losses calculated using the internal rating-basedapproach and the sum of value adjustments and collective impairments on the relevant exposures.IssuerCrédit<strong>Agricole</strong> S.A.Crédit<strong>Agricole</strong> S.A.Crédit<strong>Agricole</strong> S.A.Crédit<strong>Agricole</strong> S.A.Crédit<strong>Agricole</strong> S.A.Crédit<strong>Agricole</strong> S.A.LCLPerpetual subordinated notesDetails of the perpetual subordinated notes as at 30 June 2012 were as follows:Date of issueAmount onissue (inmillions) Currency Call dates CompensationJune 2003 1,050 GBP Jun.-18 thenevery 5 yearsDecember2001937 EUR Dec.-11 thenquarterlyMarch 2003 636 EUR Mar.-15 thenevery 12 yearsJune 2003 497 EUR July-16 thenevery 13 yearsDecember2003505 EUR Dec.-15 thenevery 12 years5% then starting 20/06/2018,5 Y UKT + 0.97%+1%5.641% then starting 20/12/2011,E3M+0.75%5.2% then starting 07/03/2015, 12-year govt.lending rate +1.50% (revised every 12 years)4.7% then starting 03/07/2016 until 03/07/2029,13-year govt. lending rate +1% then starting03/07/2029, 13-year govt. lending rate +1.25%(revised every 13 years)5% then starting 24/12/2015, 12-year govt.lending rate +0.75% (revised every 12 years)June 2006 500 EUR June-11 then 4.61% then starting 30/06/2011 until 30/06/2016,quarterly E3M+1.29%, then starting 30/06/2016,E3M+2.04%November1985LCL January 1987 229 EUR Jan.-94 thenannually229 EUR - Average of average monthly rates of return forpayment of govt.-guaranteed and similar loans(INSEE publication) – 0.15%Average of average monthly rates of return forpayment of govt.-guaranteed and similar loans(INSEE publication) – 0.30%Regulatoryamounts at30/06/2012(in millionsof euros) (1)TOTAL 3,2991. Amounts used for the COREP declaration.18993758244642150097127In addition, subordinated debts as at 30 June 2012 also included (cf. Note 5.7 to the consolidated financialstatements on “Debt Securities in issue and subordinated debt”):• mutual security deposits• participating securities and loans• redeemable subordinated notes (TSR)Page 101 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A033. Deductions from capitalDeductions are described in Articles 6, 6 bis and 6 quater of regulation 90-02 on share capital. They includeequity interests representing more than 10% of the equity capital of a credit institution or investment firm, aswell as subordinated debt holdings and any other equity-based instruments. 50% of the amounts concernedis deducted from Tier 1 capital and 50% from Tier 2 capital.Since 31 December 2010, the equity-accounted interests held by Crédit <strong>Agricole</strong> S.A. in the capital of theRegional Banks are no longer included in deductions under the terms of Article 65 of the “New methods ofcalculating solvency ratios 2011” which stipulates that Article 6 III of Regulation No 90-02 applies to intragroupinvestments by cooperative and mutual banks held in the form of cooperative investment certificates(CCI) and cooperative associate certificates (CCA). Consequently, Crédit <strong>Agricole</strong> S.A. no longer deducts50% of the amount of its interests in the Regional Banks and their financial subsidiaries from Tier 1 capitaland 50% from Tier 2 capital, but adds them to the total risk-weighted assets after applying weightings.At the end of 2011, Crédit <strong>Agricole</strong> S.A. set up the “Switch” operation, reducing the regulatory requirementson Crédit <strong>Agricole</strong> S.A. for the 25% minority interests held in the Regional Banks.In return, Crédit <strong>Agricole</strong> S.A. repaid 74% of the shareholder advance agreed by the Regional Banks and74% of the hybrid capital securities “T3CJ”, i.e. a total of €4.2 billion.On the other hand, in accordance with Article 6 bis of the aforementioned Regulation No 90-02, thedeductions include securitisation exposures held by institutions subject to that Regulation when theseexposures are not included in the calculation of weighted exposure amounts.Finally, these deductions also include the deduction for expected losses on the share portfolio, and, whererelevant, the negative difference for institutions using internal ratings-based approaches between thecollective impairments and the expected losses.Tier 1 consists of Tier 1 capital after the relevant deductions. Symmetrically, Tier 2 consists of supplementarycapital after the related relevant deductions.On the other hand, as authorised by the aforementioned Article 6, Crédit <strong>Agricole</strong> S.A.’s interests ininsurance companies and its holdings of their subordinated debt and other equity items are deducted fromtotal capital (except for transactions completed after 31 December 2006). In exchange, Crédit <strong>Agricole</strong> S.A.is subject to an additional capital requirement based on the appendix to Regulation 2000-03 which describesthe supervision of financial conglomerates.4. Tier 3 capitalThis includes subordinated debt with an initial term equal to or more than two years, within the regulatorylimits imposed. However at 30 June 2012 the Group no longer holds any Tier 3 capital.Page 102 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A03Ratios at 30 June 2012The table below shows the European CRD 3 solvency ratio of Crédit <strong>Agricole</strong> S.A. Group calculated inaccordance with the applicable regulations.It details the regulatory capital requirements and the three categories of weighted risks.The total solvency ratio is calculated as the ratio between total regulatory capital and the sum of weightedexposures related to credit, market and operational risks.Page 103 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A03(in billions of euros) 30/06/2012 31/12/2011TIER 1 CAPITAL (A) 38.6 40.4Equity capital and reserves, Group share 44.0 43.2Tier 1 capital as agreed by the French Regulatory Control Authority 1.0 1.0Minority interests excluding hybrid instruments 3.7 3.5Hybrid instruments included in Tier 1 capital as agreed by the French Regulatory ControlAuthority9.5 11.8Deductions from Tier 1 capital including intangible assets (19.6) (19.1)TIER 2 CAPITAL (B) 21.6 21.9TIER 3 CAPITAL - -DEDUCTIONS FROM TIER 1 AND 2 CAPITAL 5.5 6.3Deductions from Tier 1 capital (C) 2.6 3.1Deductions from Tier 2 capital (D) 2.9 3.2including stakes in credit and banking institutions amounting to more than 10% of theircapital or which provide significant influence over these institutions (at 100%)4.0 3.7including securitisation exposures 0.9 2.0Including, for institutions using IRB approaches, the negative difference between the sum ofvalue adjustments and collective impairment losses on the relevant exposures and theexpected losses0.1 0.1DEDUCTIONS OF INSURANCE COMPANIES’ EQUITY 12.0 11.3TOTAL NET AVAILABLE CAPITAL 42.7 44.8o/wTier 1 (A – C) 36.0 37.4Tier 2 (B – D) 18.7 18.7Tier 3 - -TOTAL RISK-WEIGHTED ASSETS 302.2 333.7Credit risk 271.2 277.8Market risk 8.1 32.8Operational risk 22.9 23.1Tier 1 solvency ratio 11.9% 11.2 %TOTAL SOLVENCY RATIO 14.1% 13.4 %At 30 June 2012, Crédit <strong>Agricole</strong> S.A. Group's overall CRD ratio was 14.1%, including a CRD 3 Tier 1 ratio of11.9%, compared with 13.4% and 11.2% respectively at 31 December 2011.Page 104 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A03Changes in the various components of this ratio are analysed below:Risk-weighted assets amounted to 302.2 billion euros at 30 June 2012, down 9.4% on 31 December2011 (333.7 billion euros).o Credit risk, which represented a total of 271.2 billion euros at end-June 2012, decreased by 6.5billion euros over the period, mainly as a result of the implementation of the adjustment plan.This was reflected by a decline at the level of Crédit <strong>Agricole</strong> CIB despite a positive currencyeffect, and the slowdown in activity in Specialised Financial Services, particularly at CAConsumer Finance.o Market risk stood at 8.1 billion euros at end-June 2012, representing a sharp fall of 24.7 billioneuros during the first half of 2012, primarily due to the transfer of market risk of the correlationbook.o Operational risk decreased slightly to 22.9 billion euros.Total capital funds decreased by 2.1 billion euros compared to 31 December 2011, principally due tothe decrease in Tier 1 capital.o Tier 1 capital amounted to 36.0 billion euros at 30 June 2012, down 1.4 billion euros relative tothe end of the year. The first half of the year saw the buyback of deeply subordinated notesrepresenting a total of 1.7 billion euros, in addition to a call on LCL preferred shares of 750million euros, as well as the sale of Crédit <strong>Agricole</strong> CIB securitisation facilities (increase in Tier 1capital of 0.5 billion euros) and the impact of market developments on changes in unrealisedcapital gains and losses in the amount of +0.7 billion euros and currency translation differences.The reduction in risk-weighted assets linked to the transfer of market risk of the correlation bookwas complemented by a deduction in equity of 0.7 billion euros, reflecting the residual risk.Lastly, minority interests increased, mainly due to the setting aside of 2011 earnings asreserves.o Since 31 March 2008, Tier 1 capital has included an advance from the Regional Banks to Crédit<strong>Agricole</strong> S.A. This has amounted to 1.0 billion euros since 31 December 2011, when it waspartly repaid with the implementation of the Switch guarantee mechanism, which aims to reducethe prudential requirements on Crédit <strong>Agricole</strong> S.A. in respect of the minority interests of 25%held in the Regional Banks’ share capital.o Tier 2 capital after deductions remained stable at 18.7 billion euros. The Group proceeded withthe buyback of perpetual subordinated notes in the amount of 0.4 billion euros and extended anissue of redeemable subordinated notes of 0.3 billion euros.These buybacks were carried out with the aim of optimising the capital structure.o Tier 3 capital was zero as at 30 June 2012, as the debt was repaid at 31 March 2010.o In accordance with the “Conglomerate Directive”, the Crédit <strong>Agricole</strong> S.A. Group deducts theequity-accounted value of insurance companies from total equity. This deduction amounted to12.0 billion euros at 30 June 2012, an increase of 0.7 billion euros compared to 31 December2011.Page 105 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A03Related partiesThe main related-party transactions entered into as of 30 June 2012 are described in note 2.3 to the interimcondensed consolidated financial statements.Internal controlGROUP INTERNAL CONTROL COMMITTEESIn keeping with the principles applied by the Group, during the first half, Crédit <strong>Agricole</strong> S.A.’s InternalControl Committee and the Group’s Internal Control Committee (the body that oversees all internal controlsystems), held periodic meetings chaired by the Chief Executive Officer of Crédit <strong>Agricole</strong> S.A.The purpose of the Committee is to reinforce cross-functional actions to be implemented within the Crédit<strong>Agricole</strong> Group. It is responsible for reviewing internal control issues common to the Group as a whole(Crédit <strong>Agricole</strong> S.A., subsidiaries of Crédit <strong>Agricole</strong> S.A., the Regional Banks, resource pooling entities) andto ascertain the consistency and effectiveness of internal controls on a consolidated basis. The InternalControl Committee, a decision-making body the decisions of which are executory, is responsible mainly forcoordination of the three control functions: Risk Management and Permanent Controls, Compliance, andControl and Audit-Inspection.RISK MANAGEMENT AND PERMANENT CONTROLSThe Group Risk Management and Permanent Controls Department is responsible for overall riskmanagement and for the Group's permanent control system.In addition to its ongoing responsibilities, in the first half of 2012, this department worked on the followingmatters:- coordination and support of Group entities in the roll-out of the approaches put forward with a view toBasel III;- involvement in industry works and impact studies on CRR 1 and CRD 4 (Basel III), due to beintroduced in early 2013;- work on a stress test exercise required by the IMF (FSAP) from all French banks, finalised in June2012;- enhancing of the corpus of Risk management and Permanent Control procedures (updating of theprocedure concerning the alert system relating to operational risks at Crédit <strong>Agricole</strong> Group,management of major client concentration risk etc.);- adoption of an updated reference framework of permanent control indicators taking into accountliquidity risk in particular;- formalisation of the Recovery and Resolution Plan (risks, crisis scenarios, management proceduresetc.) for presentation to the ACP and supervisory authorities.COMPLIANCE RISK PREVENTION AND CONTROLThe Group Compliance Department devises Group policies relating to compliance with legal and regulatoryrequirements, ensures that they are disseminated accordingly and oversees their observation.In the first half of 2012, the Group Compliance Department launched a number of projects relative tocustomer protection. The initial subjects addressed and shared by all Group entities include optimisingprocedures for New Products/New Activities (“NAP”) and implementing the ACP recommendation onhandling complaints. <strong>Mo</strong>re specifically, a project dedicated to customer protection was set up, involving theCrédit <strong>Agricole</strong> S.A. departments in charges of customer relations for the Regional Banks. The aim of thisPage 106 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A03project is to combine the regulatory aspects and relational commitments made by the Regional Banks in theroll-out of the Group project.At the same time, the Group Compliance Department has taken steps to enhance application of the MiFIDDirective concerning updating customer qualification and protecting fragile persons investing in the financialmarkets.In the area of financial security, the persistence of global political and economic crises necessitates thepermanent upgrading of procedures within Group entities, particularly in terms of embargos and freezing ofassets. In France, the Group Compliance Department took part in industry works on the implementation ofan identification form for beneficial owners and a formalised specific procedure, in accordance with thedemands of the EU’s Third <strong>Mo</strong>ney Laundering Directive, which will be rolled out within Group entities duringthe autumn of 2012. Concerning tools, deployment in ongoing of the tool for detecting unusual transactionswithin international retail banking subsidiaries (Albania, Romania, Bulgaria), as well as for the filtering tool forSwift payment flows (regulations concerning embargos and freezing of assets).As regards fraud prevention, the renewal of the questionnaire on the roll-out of procedures in all Groupentities helped to enhance steering by the Compliance Department. This system is now in place at allentities. Efforts will continue in the second half of the year in terms of the management and roll-out ofsteering tools and tools to fight identity and document fraud. Work is also underway to temporarily extend thescope of existing detection tools in respect of fighting money laundering. In addition, a benchmark of markettools specialising in fraud prevention is in the process of being set up.The Group has also pursued a variety of training initiatives, including the roll-out of the new version of theCompliance e-learning module and the creation of a two-day training programme dedicated to fraudprevention.Lastly, the Group’s relevant business lines are engaged in an active regulatory watch of currentdevelopments in Europe and the United States. In particular, the plan for complying with FATCA regulationsis steered by the Group Compliance Department.PERIODIC CONTROLSGroup Control and Audit has the exclusive responsibility of carrying out periodical controls of the Crédit<strong>Agricole</strong> Group through its audits and through oversight of the Crédit <strong>Agricole</strong> S.A. Group Control and Auditfunction, which reports to it.During the first half of 2012, Group Control and Audit conducted on- and off-site audits of a number ofentities and units, and namely on the means of calculating economic capital (Basel II - Pillar 2), corporategovernance and management of payment methods, filtering of international payment flows, ExchangeTraded Funds (ETFs), the creditor insurance subsidiary CACI, foreign subsidiaries of which Credit <strong>Agricole</strong>Serbija, Cariparma (control and credit risk) and Centea (following its acquisition by Crédit <strong>Agricole</strong> deBelgique), the system for managing liquidity and loans eligible for refinancing at the Regional Banks,workplace safety and critical infrastructures at SILCA, and a number of other financial, regulatory andtechnological issues.Through the relevant Group subsidiaries’ Internal Control Committees, which are composed ofrepresentatives of each entity’s senior management and internal audit department as well as theirPermanent Controls and Compliance Officer, in overseeing the control and audit function, Group Control andAudit ascertains that audit plans are successfully carried out, that risks are properly managed, and, moregenerally, that each entity’s internal control systems are adequate.Page 107 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A03Recent trends and outlookRecent eventsRecent events subsequent to the closing date are reported in note 9 of the appendices of the interimcondensed financial statements at 30 June 2012.Outlook for the second half of 2012The decisions made during the EU summit in late June paved the way for further action by the ECB. On 5July, it further cut its key rates – the refinancing rate to 0.75% and the deposit facility to zero – and extendedthe eligibility criteria for collateral in order to ensure at all costs refinancing for banks excluded from thewholesale liquidity market.With every breach that closes, another one opens. While banking risk in Spain appears to have beencontained, investors are now worried about the sustainability of Spain’s public finances, particularly those ofthe autonomous regions that have no choice but to ask for central government aid to meet their financialcommitments. This then gives rise to doubts concerning the capacity of EU firewalls, considering their limitedsize, to cope with the challenge of bailing out one or several major eurozone states. This fear was furtherconveyed by <strong>Mo</strong>ody’s, which decided in late July to put the sovereign ratings of Europe’s creditor states,including Germany, on negative watch.The ECB is currently the only institution with sufficient ammunition to block contagion. In the short term, itshould show more flexibility, agreeing to reactivate its Securities Market Programme (SMP) and/or opting foranother long-term refinancing operation (LTRO) to stabilise market expectations and relax global financialconditions. In any case, we expect a final rate cut in September.Economic statistics released over the summer give a bleak picture of the economic situation. Eurozone GDPfell by 0.2% in the second quarter, with a persistent gap between central countries, which almost seem to bemarking time (Germany +0.3%, France 0.0%), and southern countries, which are failing to find their way outof recession (Spain -0.4%, Italy -0.7% and Portugal -1.2%). Survey data remain unfavourable, with recoveryin the eurozone looking set to be laborious, still curbed by fiscal austerity. In the United States, recentindicators point towards weakening of the economic climate. The acute question therefore arises ofconsolidating the country’s public finances, a challenge that will have to be tackled by the new Presidentelected in November. In order to accommodate the cycle, the Fed may decide in September to introduceanother round of quantitative easing (QE3).This very accommodating policy is likely to curb the rise in the dollar, with a target of 1.26 against the euro atthe end of the year. The implementation of the European Stability Mechanism, aggressive action by theECB, the gradual application of agreements reached during the EU summit in late June and steps towardsgreater EU integration (firstly in banking, then fiscal and political) could help to calm the markets. The returnof risk appetite – even to a limited extent - is likely to result in an upward trend in bond yields for the topquality sovereign issuers (1.75% for the German bund in December) and the gradual deflation of riskpremiums for countries with weak finances.Page 108 sur 237
Crédit <strong>Agricole</strong> S.A.Risk factorsUpdate of the 2011 registration document - A03CREDIT RISK 110MARKET RISK 112SENSITIVE EXPOSURES BASED ON THE FINANCIAL STABILITY BOARDRECOMMENDATIONS 114ASSET/LIABILITY MANAGEMENT 118OPERATIONAL RISKS 122LEGAL RISKS 123COMPLIANCE RISKS 124Management of the risks inherent to banking activities lies at the heart of the Group’s internal control system.All staff involved, from the initiation of transactions to their final maturity, play a part in that system.The organisation, principles and tools for managing and monitoring these risks are described in detail in the2011 registration document in the section dealing with risk factors (pages 185 to 224).The main categories of risks to which the Crédit <strong>Agricole</strong> S.A. group is exposed are: credit risk, market risk(interest-rate, exchange-rate and price risk), and structural asset/liability management risk (global interestraterisk, exchange-rate risk and liquidity risk).The description of these risks and the main changes in the first half of 2012 are described below, excepteurozone sovereign risks considered as significant, the evolutions of which are presented in Note 5.5 to theconsolidated financial statements.In accordance with the recommendations of the Financial Stability Board, the specific risks arising from thefinancial crisis are presented in a separate section. This information is an integral part of Crédit <strong>Agricole</strong>S.A.'s interim condensed consolidated financial statements for the six-month period ended 30 June 2012. Assuch, it is covered by the auditors' report on interim financial statements.Additional information is provided about operational risks, legal risks and compliance risks.Page 109 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A03Credit riskA detailed description of the principles, methodologies and system for managing credit risk is given on pages187 to 190 of the 2011 registration document. No significant change happened in the first half of 2012.A credit or counterparty risk is realised when a counterparty is unable to honour its obligations and when thebook value of these obligations in the bank's records is positive. The counterparty may be a bank, anindustrial or commercial enterprise, a government or an entity controlled by a government, an investmentfund or a physical person.The exposure may be a loan, debt or equity instrument, swap, guarantee given or unused confirmed facility.The risk also includes the settlement risk inherent in any transaction entailing an exchange of cash orphysical goods outside a secure settlement system.1. Exposure and concentration1.1. Maximum exposureMaximum credit risk exposure (€1,534.8 billion at 30 June 2012 compared with €1,450.8 billion at31 December 2011) is presented before the effect of netting agreements and collateralisation. It increasedby 5.8% in the first half of 2012.1.2. ConcentrationThe analysis of credit risk concentration by geographic area and by business sector relates to the Group’sglobal commercial lending (both on and off balance sheet) to all customers (including banking counterpartiesbut excluding Group internal transactions) before the effect of netting agreements and collateral, i.e. €705billion at 30 June 2012 compared with €709 billion at 31 December 2011.Diversification by geographic areaThe breakdown of the commercial lending portfolio (including non-Group banking counterparties) brokendown by geographic region represents 96% of the total commercial lending portfolio. The breakdown ofcommercial lending exposure by business sector is shown in the tables below.Geographic area 30/06/2012 Geographic area 31/12/2011France (excluding retailcustomers)Western Europe (excludingItaly)32%19%France (excluding retailcustomers)Western Europe (excludingItaly)France (retail customers) 16% France (retail customers) 16%Italy 12% Italy 12%North america 7% North america 8%Asia-PacificJapan)(excluding5%Asia-PacificJapan)(excludingAfrica and Middle-east 4% Africa and Middle-east 4%Eastern Europe 3% Eastern Europe 3%Central and South America 1% Central and South America 2%Japan 1% Japan 1%TOTAL 100% Total 100%32%17%5%Page 110 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A03Diversification by business sectorThe breakdown of commercial lending portfolio (including banking counterparties outside the Group) bybusiness sector covers 90% of the total portfolio. The breakdown reflects the business sector on risk ofcommercial lending to customers.risk of commercial lending to customers.Secteur d'activité 30/06/2012 Secteur d'activité 31/12/2011Retail customers 31% Retail customers 32%Non merchant service / Publicsector / Local authorities11%Non merchant service / Publicsector / Local authoritiesBanks and financial institutions 9% Banks and financial institutions 8%Energy 8% Energy 8%Other non banking financialinstitutions6%Other non banking financialinstitutionsOther 4% Automobile 3%Automotive 3% BTP 3%Construction 3%Retail and customer goodsindustries3%Retail and customer goodsindustries3% Other 3%Real estate 3% Real estate 3%Heavy industry 3% Heavy industry 3%Shipping 3% Shipping 3%Aeronautics / Aerospace 2% Aeronautics / Aerospace 2%Food processing 2% Food processing 2%Insurance 2% Insurance 2%Other industries 1% Telecoms 2%Other transportation 1% Other industries 1%IT / Technology 1% Other transportation 1%Media / Publishing 1% Wood / Paper / Packaging 1%Healthcare / Pharmaceuticals 1% IT / Technology 1%Telecoms 1% Media / Publishing 1%Tourism / Hotels / Restaurants 1% Healthcare / Pharmaceuticals 1%Total 100 % Tourism / Hotels / Restaurants 1%11%5%Total 100%Breakdown of loans and receivables by type of customersGross loans and receivables outstanding (excluding Crédit <strong>Agricole</strong> internal transactions) rose by 4.2% in thefirst half of 2012. They totalled €543 billion at 30 June 2012 compared with €521 billion at 31 December2011. This growth came mainly from banks and financial institutions, other non banking financial institutionsand to a lesser extent central banks. It was partially offset by a decline in loans to large corporates and toretail customers.Individual impaired exposure (€25.6 billion at 30 June 2012 compared to €24.8 billion at 31 December 2011)increased by 3.2% during the first half of 2012. At 30 June 2012, impairment booked on an individual basis(€14.2 billion at 30 June 2012 compared to €13.5 billion at 31 December 2011) increased by 5.2% over thesame period, while collective impairments amounted to €3.7 billion at 30 June 2012 (i.e. up 4.7% during thefirst half of 2012).A breakdown of loans and receivables by type of customer is provided in Note 5.3 of the notes to thefinancial statements.Page 111 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A032. Cost of riskThe cost of risk of Crédit <strong>Agricole</strong> S.A. and its subsidiaries totalled €2.93 billion in the first half of 2012,compared with €1.95 billion in the first half of 2012 (+50%).This sharp increase relates primarily to International Retail Banking and Specialised Financial Services. InGreece, the inclusion of state-owned companies guaranteed by the government within the framework of thesovereign debt exchange is reflected by the impairment of loans granted by Emporiki in the amount of 320million euros. In addition, due to the unfavourable development of the economic climate in Greece andCyprus, Crédit <strong>Agricole</strong> S.A. has booked a provision for country and business line risk of 314 million euros.Additional provisions were booked during the first half of 2012 for Agos representing a total of 364 millioneuros.Detailed operations affecting the cost of risk are set out in Note 3.8 to the consolidated financial statements.Market riskMarket risk measurement and management internal methods are described pages 196 to 201 of the 2011Registration document.Market risk is the risk of a negative impact on the income statement or the balance sheet caused byadverse fluctuations in the value of financial instruments following changes in market parameters, inter alia:- interest rates: interest rate risk is the risk of a change in the fair value of a financial instrument or thefuture cash flows from a financial instrument due to a change in interest rates;- exchange rates: currency risk is the risk of a change in the fair value of a financial instrument due to achange in exchange rates;- prices: price risk is the risk of a change in the price or volatility of equities and commodities, baskets ofequities and stock indices. The instruments most exposed to this risk are variable-income securities,equity derivatives and commodity derivative instruments;- credit spreads: credit risk is the risk of a change in the fair value of a financial instrument resulting frommovement in the credit spreads of indices or issuers. For more complex credit products, there is also therisk of a change in fair value arising from a change in the correlation between issuer defaults.Page 112 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A03Main changes1. Risk policy and managementOrganisation and monitoring systemThe organisation of market risk monitoring has not undergone any significant change during the first half of2012.Methods and measurement systemThe methods of measurement of VaR have not undergone any significant change during the first half of2012.The main changes currently being made concern taking account of the cost of collateral in calculating markto-marketvalue and measuring market risk.2. ExposureVaR of Crédit <strong>Agricole</strong> S.A. Group takes into account the effects of diversification between the variousentities of the Group. This mutualised VaR amounts to €15 million at 30 June 2012.The table below shows the change in the VaR of Crédit <strong>Agricole</strong> S.A. group's market activities between 31December 2011 and 30 June 2012, broken down by major risk factor:Breakdown of VaR (99%, 1-Day)(in millions of euros) 30/06/2012 Minimum Maximum Average 31/12/2011Fixed income 12 7 17 12 8Credit 6 4 16 7 13Foreign exchange 5 1 7 3 4Equities 2 2 6 3 3Commodities 1 1 5 3 5Netting (11) (13) (13)VAR OF THE CREDIT(1) 15 11 25 15 20AGRICOLE S.A. GROUPFor referenceTotal VaR of all entities20 12 27 18 25(1)The mutualised VaR between the different entities of the Group.For information purpose, at 30 June 2012, the sum of the VaR of the various entities of the Group is€20 million, of which €16 million on Crédit <strong>Agricole</strong> CIB.The change in the Group’s VaR relates primarily to that of Crédit <strong>Agricole</strong> CIB. The most significant changeseen in the first half of the year is the decline in VaR relating to lending activities, as a result of the sale inFebruary of market risk on the Crédit <strong>Agricole</strong> CIB correlation portfolio to investment fund Blue <strong>Mo</strong>untain.Page 113 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A03Outlook and uncertainties for the second half of 2012Against the continuing backdrop of a high level of market volatility, the Group will continue with its policy ofcautious management of its risk profile.Sensitive exposures based on the Financial Stability Board recommendationsFollowing recommendations of the Financial Stability Board, the particular risks of Credit <strong>Agricole</strong> S.A. Groupattributable to the financial crisis are presented in the statements below. These risks mainly arise fromcorporate and investment banking activities.Summary schedule of exposures at 30 June 2012in millions of eurosGrossexposureAssets under loans and receivablesDiscountCollectivereserveNetexposureAccountingcategoryGrossexposureAssets at fair valueDiscountNetexposureAccountingcategoryRMBS 480 -104 -60 316 226 -157 69(1)CMBS 175 -5 -35 135 11 -2 9Unhedged super seniorCDOs2,809 -1,246 -518 1,045 1,203 -1,178 25(3)Unhedged mezzanine CDOs (2)690 -690 0Unhedged CLOs 2,228 -41 -11 2,176 732 -30 702Protections purchased frommonolinesProtections purchased fromCDPC193 -133 60634 -78 556(1) Loans and receivables to credit institutions and to customers - securities not traded in an active market (see. note 5.3 to the consolidated financial statements).(2) Loans and receivables to customers - securities not traded in an active market (see note 5.3 to the consolidated financial statements).(3) Financial assets at fair value through profit or loss - bonds and other fixed-income securities and derivatives (see note 5.1 to the consolidated financial statements)(4) Financial assets at fair value through profit or loss - derivatives (see note 5.1 to the consolidated financial statements)(4)Page 114 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A03<strong>Mo</strong>rtgage ABSin million of eurosUnited States United Kingdo m SpainR M B S 31.12.2011 30.06.2012 31.12.2011 30.06.2012 31.12.2011 30.06.2012R eco gnised under lo ans and receivablesGross exposure 430 150 197 194 172 136Discount* (132) (74) (68) (40) (47) (50)N et expo sure in millio ns o f euro s 298 76 129 154 125 86R eco gnised under assets measured at fair valueGross exposure 214 153 66 43 31 30Discount (185) (146) (7) (6) (5) (5)N et expo sure in millio ns o f euro s 29 7 59 37 26 25% underlying subprime on net exposure 98% 85%B reakdo wn o f gro ss expo sure, by ratingAAA 5% 8% 7% 34%AA 2% 6% 34% 17% 19% 45%A 7% 5% 41% 63% 19% 22%BBB 3% 5%BB 1% 18% 20% 3% 4%B 4% 25%CCC 21% 1%CC 9% 1%C 28% 45%Not rated 20% 29% 29%in million of eurosUnited States United Kingdo m OthersC M B S 31.12.2011 30.06.2012 31.12.2011 30.06.2012 31.12.2011 30.06.2012R eco gnised under lo ans and receivablesNet exposure* 63 42 97 93R eco gnised under assets measured at fair valueNet exposure 5 5 4 4* o f which € 95m o f co llective reserves at 30 June 2012 co mapared with € 93 m at 31 D ecember 2011<strong>Mo</strong>reover, purchases of hedges on RMBSs and CMBSs measured at fair value amount to:30 June 2012: nominal = €137 million; fair value = €113 million.31 December 2011: nominal = €320 million; fair value = €87 million.<strong>Mo</strong>rtgage ABSs measured at fair value are measured based on information provided by outside sources.Page 115 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A03Measurement methodology for super-senior CDO tranches with US residential mortgage underlyingsSuper senior CDOs measured at fair valueSuper-senior CDOs are measured by applying a credit scenario to the underlyings (mainly residentialmortgage loans) of the ABSs making up each CDO.The final loss rates applied to the outstanding mortgages are determined on the basis of:the quality and origination date of each residential loan;and the historical behaviour of similar portfolios (prepayments, scheduled payment experience,observed losses).As of March 2011, loss rates are presented as a percentage of the outstanding loans’ nominal amount(until now, loss rates were estimated as a percentage of the outstanding loans’ nominal amount at inception);this approach enables to picture our loss assumptions in relation to the risks still carried on the bank’sbalance sheet.Loss rated on subprimeproducedC lo sing date 2005 2006 200731.12.2011 50% 60% 60%30.06.2012 50% 60% 60%Super senior CDOs measured at amortised costImpairment is recognised on these CDOs when credit risk is proved.Unhedged super senior CDOs with US residential mortgage underlyingsAt 30 June 2012, Crédit <strong>Agricole</strong> S.A. net exposure to unhedged super senior CDO was €1.1 billion (aftertaking into consideration collective reserves of €518 million).Breakdown of super senior CDOsin millions of eurosA ssets at fair valueA ssets in lo ans andreceivablesN o minal 1,203 2,809Discount 1,178 1,246Collective reserves 518N et value 25 1,045Net value (31.12.2011) 975 1,290D isco unt rate ( 1 ) 98% 69%Underlying% of underlying subprime assets produced before2006% of underlying subprime assets produced in2006 and 200740% 40%12% 13%% of underlying Alt A assets 1% 19%% of underlying Jumbo assets 0% 2%(1) After inclusion of fully written down tranchesPage 116 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A03Other exposures at 30 June 2012in million of euros N o minal D isco untC o llectivereservesN etUnhedged CLOs measured at fair value 732 (30) 702Unhedged CLOs recognised as loans and receivables 2,228 (41) (11) 2,176Unhedged mezzanine CDOs 690 (690) 0ProtectionProtection acquired from monolines at 30 June 2012in million of eurosGross notional amount ofpurchased protectionGross notional amount ofhedged itemsUS residentialCDOs<strong>Mo</strong>nolines to hedgeCorporate CDOsCLOsOtherunderlyingsTotal protectionsacquired frommonolines112 5,587 287 356 6,342112 5,587 287 356 6,342Fair value of hedged items 101 5,555 264 229 6,149Fair value of protectionbefore value adjustmentsand hedges11 32 23 127 193Value adjustments recognisedon protection(3) (18) (21) (91) (133)Residual exposure tocounterparty risk onmonolines8 14 2 36 60Breakdown of net exposure to monolines at 30 June 2012N/R; 15%AA; 52%B; 33%Lowest rating issued by Standard’s & Poor’s or <strong>Mo</strong>ody’s at 30 June 2012AA :B :N/R :Assured GuarantedRadian et MBIACIFGProtection acquired from CDPC (Credit Derivative Product Companies)Page 117 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A03At 30 June 2012, the net exposure to CDPC was €556 million (compared to €985 million at 31 December2011) mainly on corporate CDOs, after a discount of €78 million (compared to €160 million at 31 December2011).Asset/Liability managementThe organisation and management principles and the monitoring of asset and liability management aredescribed pages 206 to 212 of the 2011 registration document.1. Global interest rate risk1.1 Objectives and policyGlobal interest rate risk management (GIRR) aims to protect the net asset value of Group entities andoptimise their interest margins.Net asset value and interest margins vary according to the sensitivity of net present values and cash flowson financial instruments held on- or off-balance sheet to changes in interest rates. This sensitivity ariseswhen the interest rate reset dates for assets and liabilities do not coincide.The Crédit <strong>Agricole</strong> S.A. Group uses the fixed-rate gap method to measure its global interest rate risk, whichis hedged at the level of each Group entity.There were no material changes to the Group’s global interest rate risk management policy during the firsthalf of 2012.1.2 Risk managementOrganisation and monitoring principlesThe system for applying limits adopted in 2011 was revised during the first half of 2012: the limit onmismatches has been lowered, while the limit on sensitivity of net asset value has been maintained. A limiton mismatches indexed to inflation has also been added.Methodology and measurement systemsThe revision schedule of agreements and limits of each entity is set so that the latter are revised on anannual basis. A review of savings agreements was carried out and is due to be implemented in the secondhalf of 2012.Page 118 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A031.3 ExposureThe Group’s interest-rate gaps are broken down by type of risk (nominal rate/real rate) in the variouscurrencies. They measure the surplus or deficit on sources of fixed-rate funds. By convention, a positive(negative) figure represents a downside (upside) risk on interest rates in the year considered. The figureindicates the economic sensitivity to a change in interest rates.Main changesThe Crédit <strong>Agricole</strong> S.A. Group’s exposure changed during the first half of 2011: the euro gap now reflectsexposure to an increase in interest rates for the first maturities.The results of these measures for Crédit <strong>Agricole</strong> S.A. Group in the aggregate at 31 December 2011 are asfollows:Gaps in euros at 31 December 2012(in billions of euros) A1 2013-2017 2018-2022 > 2022Gaps in euros -9.9 -1.8 0.8 -0.1In terms of net banking income sensitivity during the first year rolling, Crédit <strong>Agricole</strong> S.A. Group is exposedto a rise in interest rates in the eurozone and would lose €99 million in the event of instant translation of achange of 100 basis points, giving a net banking income sensitivity of -0.48% (2011 reference net bankingincome: €20.78 billion).At 31 December 2011, in terms of net banking income sensitivity in the first year rolling, Crédit <strong>Agricole</strong> S.A.Group was exposed to a fall in the eurozone interest rates and would have lost €22.4 million in the event ofinstant translation of a fall in interest rates of 100 basis points, giving a net banking income sensitivity of-0.11% (reference net banking income of €20.78 billion).Based on these sensitivity figures, the net present value of losses incurred over the next 30 years in theevent of a 200-basis-point downward shift in the eurozone yield curve is less than 0.6% of Crédit<strong>Agricole</strong> S.A. Group’s regulatory capital (Tier 1 + Tier 2) after deduction of equity investments.Other currency gaps (excluding euros) at 30 June 2012(in billions of euros) A1 2013-2017 2018-2022 > 2022Other currency gaps* 2.5 1.3 0.2 0.1* Sum of all gaps in all currencies in absolute values expressed in billions of euros.The aggregate sensitivity of revenues for the first year rolling to a change in interest rates across all othercurrencies amounts to 0.12% of reference 2011 revenues for the Crédit <strong>Agricole</strong> S.A. Group.At 31 December 2011, the aggregate sensitivity of revenues for the first year rolling to a change in interestrates across all other currencies amounted to 0.26% of reference 2011 revenues for the Crédit <strong>Agricole</strong> S.A.Group.Page 119 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A032. Liquidity and financing riskLike all credit institutions, the Group is exposed to a risk of not having sufficient funds to honour itscommitments. This risk may materialise, for example, in the event of massive withdrawals of customerdeposits, a crisis of confidence or a general liquidity crisis in the market (limited access to interbank andmoney markets).2.1 Objectives and policyThe main purpose of the Group's liquidity management policy is to be in a position, at all times, to meet asituation of intensive liquidity crisis over extended periods of time.To achieve this, the Group relies on a system for assessing and monitoring liquidity risk based onmaintaining liquidity reserves, organising its refinancing seeking to curb short-term refinancing, achieve anappropriate long-term refinancing timeframe and diversify sources of refinancing, and ensuring balanceddevelopment between loans and deposits.A set of limits, indicators and procedures has been defined to ensure proper operation of the system.This has been applied consistently across the entire Crédit <strong>Agricole</strong> Group, thereby allowing for liquidity riskto be assessed and managed on a consolidated basis.The system was audited by the Autorité de Contrôle Prudentiel (ACP) during the first half of 2012.This internal approach complies with the liquidity ratio set out in the ministerial order of 5 May 2009 onidentifying, measuring, monitoring and managing liquidity risk. This order applies to all of the Group’s creditinstitutions.2.2 Risk managementCrédit <strong>Agricole</strong> S.A. is responsible for rolling out and consolidating the risk management system across theentire Crédit <strong>Agricole</strong> Group.Within Crédit <strong>Agricole</strong> S.A., this responsibility falls to both the Financial Management department, whichmanages refinancing at an operational level, monitors reserves and coordinates treasury departments, andthe Risk Management department, which validates the risk management system and ensures that limits andother rules are respected.In the event of tension in the refinancing markets, a monitoring committee is set up between ExecutiveManagement, the Group Risk Management and Permanent Controls department and the Group FinanceDepartment in order to monitor the Group’s liquidity situation as closely as possible.This committee, created in autumn 2008, was active throughout the first half of 2012 due to the continuingsovereign debt crisis.2.3 Funding conditionsThe difficulties encountered by certain eurozone countries in refinancing their debt are continuing to causetensions in the refinancing markets. The exceptional measures implemented by the ECB in late 2011 andearly 2012 have allowed for improvement in the general market situation, which was particularly evident inthe first quarter of 2012.Under these conditions, the Crédit <strong>Agricole</strong> Group is continuing to pursue a cautious liquidity managementpolicy. This cautious approach is reflected by the continuation of its 50 billion euro debt reduction plan due tocome to an end on 31 December 2012, as well as a strategy of increasing its reserves in the form ofsecurities, congruent with the proposed new Basel regulations.These measures have enabled the Group to reduce its dependence on the refinancing markets andsimultaneously increase its resilience to the closing off of these markets.Page 120 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A03At 30 June 2012, in terms of medium to long-term refinancing, Crédit <strong>Agricole</strong> S.A. had achieved 90% of itsmarket issue programme, set at 12 billion euros for the year.Debt issues and refinancing operations guaranteed by collateralised receivables represented 7.1 billioneuros with an average maturity of 9.2 years. These include:• Crédit <strong>Agricole</strong> Home Loan SFH (e.g. Crédit <strong>Agricole</strong> Covered Bonds): 4.3 billion euros;• CRH (Caisse de refinancement de l’habitat): 2.4 billion euros;• Supranational organisations (CDC, EIB, CEDB): 0.4 billion euros.It also issued senior unsecured debt (Euro Medium Term Notes [EMTN]) in the amount of 3.7 billion euroswith an average maturity of 3.9 years.In addition, in order to strengthen its Core Tier One capital, on 26 January 2012, Crédit <strong>Agricole</strong> S.A.launched tender offers for eight series of outstanding subordinated notes. These offers resulted in thebuyback of:• a nominal amount of 610 million US dollars of undated deeply subordinated notes issued on 31 May 2007;• a nominal amount of 1,633 million euros of seven series of notes denominated in euros, sterling andCanadian dollars (six series of undated deeply subordinated notes and one series of undated subordinatednotes).This resulted in a gain net of tax of around 552 million euros.At the same time, the Group is developing access to additional funding via its retail networks and specialisedsubsidiaries.The issuing of Crédit <strong>Agricole</strong> S.A. bonds at Regional Bank networks amounted to 2.5 billion euros as at 30June 2012 with an average maturity of 9.5 years. The issues carried out by LCL and Cariparma in theirnetworks represented 3.3 billion euros as at 30 June 2012. Crédit <strong>Agricole</strong> CIB issued 2.6 billion euros,mainly in structured private placements with its international customers. Lastly, Crédit <strong>Agricole</strong> ConsumerFinance had raised 1.2 billion as at 30 June 2012.2.4 MethodologyThe Crédit <strong>Agricole</strong> Group is continuing to monitor the work of the regulatory authorities relating tosupervision of liquidity risk, participating in the consultations carried out by EU bodies on the subject viaFrench and European professional associations.This regulatory climate, subject to in-depth change with the introduction of Basel III liquidity ratios, requiresan overhaul of the system for managing and monitoring liquidity at the Crédit <strong>Agricole</strong> Group. Work began atthe end of the first quarter and is set to continue until the end of 2012.2.5 ExposureCredit institutions in France are subject to the “standard” liquidity ratio set out in the ministerial order of 5May 2009 and introduced in June 2010. This liquidity ratio is the ratio of cash and other short-term assets toshort-term liabilities. It is calculated monthly on a company basis, with the minimum figure being 100%.At 30 June 2012, Crédit <strong>Agricole</strong> S.A.’s liquidity ratio was 124%, compared with 122% at 31 December 2011.Page 121 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A03Operational risksA description of the system for the oversight and management of operational risk is given on pages 220 to222 of the 2011 registration document.Operational risk is the risk of loss resulting from shortcomings or failure in internal procedures, human error,information systems or external events. It includes legal risk but not strategic or reputational risk.Main changesIn keeping with the trends of the last two years, the cost of operational risk decreased for the majority ofGroup entities during the first half of 2012.Two audits by the Autorité de Contrôle Prudentiel concerned operational risk: “Rogue Trading / AMA(Advanced Measurement Approach) internal model”, currently still at the adversarial phase, and a “Corep”audit currently in progress.Adoption of the Advanced Measurement Approach (AMA):The pre-validation visit by the Bank of Italy in respect of the request for authorisation for Cariparma to adoptthe AMA method took place in February 2012. An application for validation is planned for November 2012,with the aim of achieving AMA validation in May 2013.Permanent control system:Governance of the system has been enhanced with the creation of a Permanent Control umbrella committeeand the monitoring of plans of action relating to recurring critical indicators at the level of the Group InternalControl Committee. A review of the Group Consolidated reference framework (2.2.C) is planned for betweennow and the end of the year on the theme of credit risk and will continue in 2013.Page 122 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A03<strong>Le</strong>gal risksThe main pending legal and tax proceedings involving Crédit <strong>Agricole</strong> S.A. and its fully integratedsubsidiaries are described in the 2011 Management report which is part of the Registration Document No. D12-0160 that was filed with the AMF at 15 March 2012.Relative to the exceptional events and legal disputes set out in this report under <strong>Le</strong>gal risks, a change shouldbe noted relating to “Obligations concerning public retirement plans in Greece (Emporiki Bank)”. Aruling was given by the Greek Supreme Court on 5 July 2012, overturning the decision of the Athens Courtof Appeal and rejecting the request from the bank’s staff union. The court upheld the constitutionality of law3371/2005 and stated that mandatory employee insurance matters are governed by law and not subject toprivate agreements. It decided to refer the case to the Athens Court of Appeal for a new hearing under adifferent composition. On this occasion, the Court of Appeal is bound by the various points of law on whichthe Supreme Court has ruled.There was also change relating to the CIE case (Cheque Image Exchange). In a ruling of 23 February 2012,the Paris Court of Appeal cancelled the decision reached by the Autorité de la Concurrence – which hadimposed a total fine of 384.92 million euros on the accused banks, including LCL and Crédit <strong>Agricole</strong> –deeming that the Autorité de la Concurrence had not demonstrated the existence of restrictions tocompetition constituting an anti-competitive price agreement.On 23 March 2012, the Autorité de la Concurrence submitted an appeal against the Paris Court of Appeal’sdecision given on 23 February 2012.There have not been any changes to any other cases since 15 March 2012.Two other cases should also be noted:On 9 April 2012, Intesa Sanpaolo S.p.A (“Intesa”) summoned Crédit <strong>Agricole</strong> CIB, Crédit <strong>Agricole</strong>Securities (U.S.A), a number of Magnetar Group companies and The Putnam Advisory Company LLCbefore the Federal Court of New York concerning a CDO structured by Crédit <strong>Agricole</strong> CIB, namedPyxis ABS CDO 2006-1.Having concluded a Credit Default Swap with Crédit <strong>Agricole</strong> CIB of a notional amount of 180,000,000dollars on the super-senior tranche of the CDO, Intesa believes that it has been detrimentally affectedby the structuring of the CDO and is demanding damages of 180,000,000 US dollars, plus interest onthis amount, as well as compensatory and punitive damages and repayment of its costs and fees for anas yet undisclosed amount.As contributors to several interbank rates, Crédit <strong>Agricole</strong> SA and its subsidiary Crédit <strong>Agricole</strong> CIBhave received requests for information from various authorities within the framework of enquiriesconcerning the setting of certain LIBOR rates (London Interbank Offered Rates) and the Euribor rate(Euro Interbank Offered Rate) and related transactions. These requests cover several periods from2005 to the present day. Crédit <strong>Agricole</strong> is cooperating with the authorities.Any legal risks outstanding as of 31 December 2011 that could have a negative impact on the Group’s netassets have been covered by adequate provisions based on the information available to seniormanagement.To date, to the best of Crédit <strong>Agricole</strong> S.A.’s knowledge, there are no other governmental, judiciary orarbitration proceedings (or any proceedings known by the Company, in abeyance or threatening theCompany) that could have or have had, in the last six months, any substantial effect on the financial situationor the profitability of the Company and/or the Crédit <strong>Agricole</strong> S.A. Group.Page 123 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A03Compliance risksThe prevention and control of non-compliance risks are dealt with in the internal control section of thisactivity report.Page 124 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A03Interim condensed consolidated financial statements for the six monthsto 30 June 2012(having undergone a limited review)Examined by the Board of Directors of Crédit <strong>Agricole</strong> S.A. at its meeting of 27August 2012INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS 128Income statement 128Statement of comprehensive income 129Balance sheet – Assets 130Balance sheet – Equity and liabilities 130Statement of changes in equity 131Cash flow statement 133NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS135Note 1 Group accounting principles and methods, assessments and estimates 135Note 2 Significant information relating to the first half of 2012 1372.1 Main external transactions and material events in the period ...................................................................... 1372.2 Goodwill ................................................................................................................................................... 1412.3 Related parties .......................................................................................................................................... 1422.4 Investments in joint ventures ..................................................................................................................... 143Note 3 Notes to the incomes statements 1443.1 Interest and similar income and expenses................................................................................................... 1443.2 Net fees and commissions ......................................................................................................................... 1443.3 Net gains (losses) on financial instruments at fair value through profit or loss ............................................ 1453.4 Net gains (losses) on available-for-sale financial assets .............................................................................. 1473.5 Net income (expenses) on other activities .................................................................................................. 1473.6 Operating expenses ................................................................................................................................... 1483.7 Depreciation, amortisation and impairment of property, plant & equipment and intangible assets ............... 1493.8 Cost of risk ............................................................................................................................................... 1493.9 Net gains (losses) on other assets ............................................................................................................... 1503.10 Change in other comprehensive income ..................................................................................................... 151Note 4 Segment reporting 1534.1 Operating segment information ................................................................................................................. 1554.2 Insurance activities.................................................................................................................................... 1584.3 French retail banking – Regional Banks ..................................................................................................... 161Note 5 Notes to the balance sheet 1625.1 Financial assets and liabilities at fair value through profit or loss................................................................ 1625.2 Available-for-sale financial assets ............................................................................................................. 1635.3 Loans and receivables to credit institutions and to customers ..................................................................... 1645.4 Impairment deducted from financial assets ................................................................................................ 1665.5 Exposure to sovereign and non-sovereign risk on European country under watch ....................................... 167Page 125 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A035.6 Due to credit institutions and to customers ................................................................................................. 1755.7 Debt securities and subordinated debt ........................................................................................................ 1765.8 Investment property .................................................................................................................................. 1775.9 Property, plant & equipment and intangible assets (excluding goodwill)..................................................... 1785.10 Provisions ................................................................................................................................................. 1795.11 Equity ....................................................................................................................................................... 181Note 6 Financing and guarantee commitments and other guarantees 183Note 7 Reclassification of financial instruments 185Note 8 Fair value of financial instruments 1868.1 Fair value of financial assets and liabilities measured at amortised cost ...................................................... 1868.2 Information about financial instruments measured at fair value .................................................................. 187Note 9 Events after the reporting period 189Note 10 Scope of consolidation at 30 June 2012 191Page 126 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A03General framework<strong>Le</strong>gal presentation of the entitySince the Extraordinary General Meeting of Shareholders of 29 November 2001, the Company's name is:Crédit <strong>Agricole</strong> S.A.Since the 1st of July 2012, the registered office is: 12 Place des Etats-Unis 92127 <strong>Mo</strong>ntrouge CedexRegistration number: 784 608 416, Paris Trade and Companies RegistryNAF code: 6419ZCrédit <strong>Agricole</strong> S.A. is a French Public Limited Company (“société anonyme”) with a Board of Directorsgoverned by ordinary company law and more specifically by Book II of the French Commercial Code.Crédit <strong>Agricole</strong> S.A. is also subject to the provisions of the French <strong>Mo</strong>netary and Financial Code and morespecifically Articles L. 512-47 et seq. thereof.Crédit <strong>Agricole</strong> S.A. was licensed as an authorised lending institution in the mutual and co-operative bankscategory on 17 November 1984. As such, it is subject to oversight by the banking supervisory authorities,and more particularly by the French Prudential Supervisory Authority (ACP).Crédit <strong>Agricole</strong> S.A. shares are admitted for trading on Euronext Paris. Crédit <strong>Agricole</strong> S.A. is subject to theprevailing stock market regulations particularly with respect to public disclosure obligations.Page 127 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A03Interim condensed consolidated financial statementsIncome statement(in millions of euros) Notes 30/06/2012 31/12/2011 30/06/2011Interest and similar income 3.1 17,731 34,570 17,348Interest and similar expenses 3.1 (9,765) (19,401) (9,857)Fee and commission income 3.2 4,676 10,779 5,296Fee and commission expenses 3.2 (3,016) (6,107) (2,906)Net gains (losses) on financial instruments at fairvalue through profit or lossNet gains (losses) on available-for-sale financialassets3.3 3,247 (52) 1,3423.4 (566) (3,570) 631Income on other activities 3.5 14,084 33,900 14,520Expenses on other activities 3.5 (16,215) (29,336) (15,539)REVENUES 10,176 20,783 10,835Operating expenses 3.6 (6,118) (12,878) (6,258)Depreciation, amortisation and impairment of3.7 (361) (734) (348)property, plant & equipment and intangible assetsGROSS OPERATING INCOME 3,697 7,171 4,229Cost of risk 3.8 (2,934) (5,657) (1,947)OPERATING INCOME 763 1,514 2,282Share of net income of equity-accounted entities 640 229 710Net gains (losses) on other assets 3.9 36 5 (7)Change in value of goodwill (1,934) (359)PRE-TAX INCOME 1,439 (186) 2,626Income tax charge (1,004) (1,026) (1,107)Net income from discontinued or held-for-saleoperations4 14 13NET INCOME 439 (1,198) 1,532Minority interests 76 272 193NET INCOME GROUP SHARE 363 (1,470) 1,339Earnings per share (in euros) (1) 5.11 0.146 (0.604) 0.560Diluted earnings per share (in euros) (1) 5.11 0.146 (0.604) 0.560(1) Corresponds to earnings including net income from discontinued activitiesPage 128 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A03Statement of comprehensive incomeAmounts below are reported net of tax.(in millions of euros) Notes 30/06/2012 31/12/2011 30/06/2011Net income Group share 363 (1,470) 1,339Gains or losses on translation adjustments 106 90 (118)Gains or losses on available-for-sale financial assets 1,453 (1,773) 247Gains or losses on hedging derivative instruments 71 174 (10)Actuarial gains or losses on post-employmentbenefitsOther comprehensive income, excluding equityaccountedentities, in equity Group shareShare of other comprehensive income of equityaccountedentities(118) (4) 271,512 (1,513) 146121 (50) (93)Total other comprehensive income, Group share 3.10 1,633 (1,563) 53Net income and other comprehensive income,Group shareNet income and other comprehensive income,minority interests1,996 (3,033) 1,392263 244 49Net income and other comprehensive income 2,259 (2,789) 1,441Page 129 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A03Balance sheet – Assets(in millions of euros) Notes 30/06/2012 31/12/2011Cash due from central banks 22,043 28,467Financial assets at fair value through profit or loss 5.1-5.5 533,665 490,263Hedging derivative instruments 34,693 33,560Available-for-sale financial assets 5.2-5.4-5.5 231,683 227,390Loans and receivables to credit institutions 5.3-5.4-5.5-8.1 401,931 379,841Loans and receivables to customers 5.3-5.4-5.5-8.1 402,551 399,381Revaluation adjustment on interest rate hedged portfolios 10,266 8,300Held-to-maturity financial assets 5.5-8.1 15,188 15,343Current and deferred tax assets 5,903 8,231Accruals, prepayments and sundry assets 97,366 82,765Non-current assets held for sale 392 260Deferred profit-sharing 4.2 265 4,273Investments in equity-accounted entities 18,963 18,286Investment property 5.8 3,141 2,682Property, plant and equipment 5.9 5,074 5,170Intangible assets 5.9 1,780 1,868Goodwill 2.2 17,444 17,528TOTAL ASSETS 1,802,348 1,723,608Balance sheet – Equity and liabilities(in millions of euros) Notes 30/06/2012 31/12/2011Due to central banks 413 127Financial liabilities at fair value through profit or loss 5.1 478,371 439,680Hedging derivative instruments 36,285 34,605Due to credit institutions 5.6-8.1 197,547 172,665Due to customers 5.6-8.1 526,732 525,636Debt securities 5.7-8.1 143,904 148,320Revaluation adjustment on interest rate hedged portfolios 7,311 5,336Current and deferred tax liabilities 4,117 4,755Accruals, deferred income and sundry liabilities 92,184 73,690Liabilities associated with non-current assets held for sale 417 39Insurance Company technical reserves 4.2 229,253 230,883Provisions 5.10 4,684 4,798Subordinated debt 5.7-8.1 30,497 33,782Total liabilities 1,751,715 1,674,316Equity 50,633 49,292Equity, Group share 44,905 42,797Issued capital and share premium 30,156 30,164Consolidated reserves 14,084 15,434Other comprehensive income 302 (1,331)Net income for the financial year 363 (1,470)Minority interests 5,728 6,495TOTAL EQUITY AND LIABILITIES 1,802,348 1,723,608Page 130 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A03Statement of changes in equityShare capital and reservesShare premiumand consolidatedreserves (1)Elimination oftreasurysharesCapital andconsolidatedreserves,Group shareOthercomprehensiveincomeNetincomeGroupshareShareMinority Total(in millions of euros)capitalinterests equityEquity at 1 January 2011 7,205 38,747 (517) 45,435 232 - 45,667 6,482 52,149Capital increase (2) 289 623 912 - 912 912Change in treasury shares held (27) 85 58 - 58 58Dividends paid in the first half of 2011 (1,079) (1,079) - (1,079) (382) (1,461)Dividends received from Regional Banks andsubsidiaries 159 159 - 159 159Impact of acquisitions/divestments on minorityinterests 3 3 - 3 (12) (9)Changes due to share-based payments 41 41 - 41 1 42Changes due to transactions with shareholders 289 (280) 85 94 - - 94 (393) (299)Changes in other comprehensive income - - - - 146 - 146 (144) 2Share of changes in equity of equity-accountedentities (14) (14) (93) (107) (107)First year-half 2011 net income - - 1,339 1,339 193 1,532Other changes (38) (38) - (38) 103 65Equity at 30 June 2011 7,494 38,415 (432) 45,477 285 1,339 47,101 6241 53,342Capital increase - (1) (1) (1) (1)Change in treasury shares held (32) 66 34 34 34Dividends paid in the second half of 2011 33 33Dividends received from Regional Banks andsubsidiaries 1 1 1 1Impact of acquisitions/divestments on minorityinterests (19) (19) (19) (122) (141)Changes due to share-based payments (37) (37) (37) (1) (38)Changes due to transactions with shareholders - (88) 66 (22) - - (22) (90) (112)Changes in other comprehensive income - - - - (1,659) - (1,659) 116 (1,543)Share of changes in equity of equity-accountedentities 22 22 43 65 65Second year-half 2011 net income (2,809) (2,809) 79 (2,730)Other changes 121 121 121 149 270Equity at 31 December 2011 7,494 38,470 (366) 45,598 (1,331) (1,470) 42,797 6,495 49,292Allocation of 2011 net income (1,470) (1,470) 1,470 - -TotalequityGroupsharePage 131 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A03Share capital and reservesShare premiumand consolidatedreserves (1)Elimination oftreasurysharesCapital andconsolidatedreserves,Group shareOthercomprehensiveincomeNetincomeGroupshareShareMinority Total(in millions of euros)capitalinterests equityEquity at 1 January 2012 7,494 37,000 (366) 44,128 (1,331) - 42,797 6,495 49,292Capital increase - - -Change in treasury shares held (8) (8) (8) (8)Dividends paid in the first half of 2012 - - (302) (302)Dividends received from Regional Banks andsubsidiaries - - -Impact of acquisitions/divestments on minorityinterests (72) (72) (72) (728) (800)Changes due to share-based payments (3) 4 4 4 4Changes due to transactions with shareholders - (68) (8) (76) - - (76) (1,030) (1,106)Changes in other comprehensive income - - - - 1,512 - 1,512 187 1,699Share of changes in equity of equity-accountedentities (13) (13) 121 108 108First year-half 2012 net income 363 363 76 439Other changes 201 201 201 - 201EQUITY AT 30 JUNE 2012 7,494 37,120 (374) 44,240 302 363 44,905 5,728 50,633(1) Consolidated reserves before elimination of treasury shares.(2) Crédit <strong>Agricole</strong> S.A. conducted two capital increases for a total amount of €911 million, including a share premium of €622 million in the first half of 2011.(3) The change in equity (Group share) corresponds mainly to the change in the percentage of control in Emporiki (-€55 million) and in CA Vita (-€12 million), the change in minorityinterests following the Agos capital increase subscribed by the minority shareholder for €92 million, and the €750 million capital reimbursement by CL Preferred Capital following itsliquidation.TotalequityGroupsharePage 132 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A03Cash flow statement(in millions of euros) 1st half 2012 1st half 2011 31/12/2011Pre-tax income 1,439 2,626 (186)Depreciation and impairment of property, plant & equipment andintangible assets398 480 789Impairment of goodwill and other fixed assets - 359 1,934Net depreciation charges to provisions (42) 2,135 10,252Share of net income (loss) of equity-accounted entities (640) (710) (229)Net income (loss) from investment activities 105 123 238Net income (loss) from financing activities 2,614 2,419 4,923Other movements 4,476 1,131 1,744Total non-cash and other adjustment items included in pre-tax6,911 5,937 19,651incomeChange in interbank items 781 (20,136) 15,543Change in customer items (3,292) (16,444) 1,019Change in financial assets and liabilities (16,448) 14,737 (29,759)Change in non-financial assets and liabilities 3,891 (2,333) (4,559)Dividends received from equity-accounted entities (1) 314 361 403Tax paid 78 1,489 1,406Net decrease/(increase) in assets and liabilities used in operatingactivitiesTOTAL NET CASH FLOWS FROM (USED BY) OPERATINGACTIVITIES (A)(14,676) (22,326) (15,947)(6,326) (13,763) 3,518Change in equity investments (2) 4 (1,060) (1,221)Change in property, plant & equipment and intangible assets (329) (413) (787)TOTAL NET CASH FLOWS FROM (USED BY) INVESTMENT(325) (1,473) (2,008)ACTIVITIES (B)Cash received from (paid to) shareholders (3) (969) (426) (274)Other cash provided (used) by financing activities (4) (121) 9,090 10,999TOTAL NET CASH FLOWS FROM (USED BY) FINANCINGACTIVITIES (C)Impact of exchange rate changes on cash and cash equivalents(D)NET INCREASE/(DECREASE) IN CASH & CASH EQUIVALENTS(A+B+C+D)(1,090) 8,664 10,725353 (1,090) 772(7,388) (7,662) 13,007Cash and cash equivalents at beginning of period 46,468 33,461 33,461Net cash accounts and accounts with central banks * 28,335 28,878 28,878Net demand loans and deposits with credit institutions ** 18,133 4,583 4,583Cash and cash equivalents at end of period 39,080 25,799 46,468Net cash accounts and accounts with central banks * 21,698 25,396 28,335Net demand loans and deposits with credit institutions ** 17,382 403 18,133NET CHANGE IN CASH AND CASH EQUIVALENTS (7,388) (7,662) 13,007* Consisting of the net balance of “Cash and central banks items”, excluding accrued interest and including cash ofentities reclassified as held-for-sale operations.** Consisting of the balance of “performing current accounts in debit” and “performing overnight accounts andadvances” as detailed in Note 5.3 and “current accounts in credit” and “current accounts and overdrafts” as detailedin Note 5.6 (excluding accrued interest and including Crédit <strong>Agricole</strong> internal transactions).Page 133 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A03(1) Dividends received from equity-accounted entitiesAt 30 June 2012, this includes dividend payments of €283 million from Regional Banks and of €14 millionfrom Eurazeo.(2) Change in equity investmentsThis line item reflects the net cash impact of acquisitions and disposals of equity investments. Theseexternal operations are described in Note 2.1.- The net impact of acquisitions and disposals of consolidated equity investments (subsidiaries and equityaccountedinvestments) on the Group’s cash position position was -€230 million at 30 June 2012. The mainchanges in the period were as follows:- the disposal of BES Vida shares: €82 million net of cash divested;- the disposal of Bankinter shares: -€35 million;- subscriptions to capital increases: -€109 million for Banco Espirito Santo and -€112 million forBespar;- the deconsolidation of Vert srl, which had a negative cash impact of -€177 million.- Over the same period, the net impact of purchases and sales of non-consolidated equity investments onthe Group's cash position was €234 million. This arose mainly from the sale of shares in Intesa Sanpaolo(€214 million) and the sale of shares in Hamilton Lane Advisor (€73 million).(3) Cash received from (paid to) shareholdersThis line includes -€298 million for dividends, not including scrip dividends, paid to shareholders in Crédit<strong>Agricole</strong> S.A. and minority shareholders in its subsidiaries, the Agos capital increase to which minorityshareholders subscribed €92 million and the capital reimboursement of CL Preferred Capital for €750millionfollowing its liquidation.(4) Other cash from financing activitiesDuring the first half of 2012, bond issues totalled €13,668 million and redemptions €8,283 million.Subordinated debt issues totalled €437 million and debt redemptions €3,496 million.This line also includes cash flows from interest payments on subordinated debt and bonds.Page 134 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A03Notes to the interim condensed consolidated financial statementsNote 1 Group accounting principles and methods, assessments and estimatesThe condensed interim consolidated financial statements of Crédit <strong>Agricole</strong> S.A. for the period ended 30June 2012 were prepared and are presented in accordance with IAS 34 (Interim financial reporting), whichdefines the minimum information content and identifies the accounting and measurement principles thatmust be applied in an interim financial report.The standards and interpretations used to prepare the interim consolidated financial statements are identicalto those used by the Crédit <strong>Agricole</strong> S.A. group in preparing the consolidated financial statements for theyear ended 31 December 2011. Those statements were prepared, pursuant to EC regulation 1606/2002, inaccordance with IASs, IFRSs and IFRIC interpretations as adopted by the European Union ("carve out"version), and so some provisions regarding the application of IAS 39 in relation to macro-hedging were notapplied.These standards and interpretations have been supplemented by IFRSs adopted by the European Union at30 June 2012 and of which application is mandatory for the first time in 2012. These standards andinterpretations are as follows:Standards, Amendments and InterpretationsAmendment of IFRS 7 relating to additional disclosures abouttransfers of financial assetsEU publicationdateDate applicationbecomesmandatory:periods beginningon or after22 November 2011(EU 1205/2011) 1 January 2012The application of these new provisions had no material impact on the interim condensed consolidatedfinancial statements at 30 June 2012.Where the early application of standards and interpretations is optional in a given period, the Group has notselected this option unless otherwise mentioned.The standards that can be applied early are as follows:Standards, Amendments and InterpretationsAmendment of IAS 1 relating to the presentation of otherelements of comprehensive income and the new breakdown ofother capitalAmendment of IAS 19 relating to pension liabilities (definedbenefitplans)EU publicationdateDate applicationbecomesmandatory: periodsbeginning on orafter5 June 2012(EU 475/2012) 1 July 20125 June 2012(EU 475/2012) 1 January 2013Crédit <strong>Agricole</strong> S.A. does not expect the application of these provisions to have a material effect on its netincome or shareholders' equity.Indeed:- The amendment of IAS 1 requires a distinction between recyclable and non-recyclable gains andlosses taken directly to equity.- The amendment to IAS 19 requires actuarial gains and losses relating to defined-benefit plans to berecorded under other comprehensive income. This method is already applied by the Group (optionalin the current version of IAS 19).As standards and interpretations that have been published by the IASB but not yet been adopted by theEuropean Union will become mandatory only from the date of such adoption, the Group has not appliedthem as of 30 June 2012.Page 135 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A03The condensed interim financial statements are designed to update the information contained in the Crédit<strong>Agricole</strong> S.A. group's consolidated financial statements for the year ended 31 December 2011 and must beread as supplementing those financial statements. As a result, only the most material information regardingthe change in the Group's financial position and performance is reproduced in these interim financialstatements.Estimates have been made by management to prepare the consolidated financial statements. Theseestimates are based on certain assumptions and involve risks and uncertainties as to their actualachievement in the future. Accounting estimates that require the formulation of assumptions are used mainlyin measuring financial instruments at fair value, non-consolidated equity investments, equity-accountedentities, pension plans, other future employee benefits and stock-option plans, permanent impairment ofavailable-for-sale and held-to-maturity securities, irrecoverable debt write-downs, provisions, impairment ofgoodwill and deferred tax assets.Page 136 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A03Note 2 Significant information relating to the first half of 2012The scope of consolidation at 30 June 2012 and changes in the scope of consolidation in the first half of2012 are presented in detail in note 10.2.1 Main external transactions and material events in the periodI- CRÉDIT AGRICOLE S.A. GROUP'S EXPOSURE TO THE ECONOMIC AND FINANCIAL SITUATION IN GREECE• Restructuring of Greek sovereign debtAfter the Eurogroup announced the second aid package for Greece on 21 February 2012, private-sectorcreditors found out the terms and scope of the voluntary exchange offer made by the Greek government on24 February 2012. The final offer covered financing granted to certain public-sector companies guaranteedby the Greek government, of which three (Hellenic Railways Organisation - OSE, Hellenic Defence SystemsEAS and Athens Urban Transport Organisation - OASA) are counterparties of Emporiki.Securities held by private-sector creditors and eligible for the exchange were exchanged on 12 March 2012in the case of Greek-law securities and 11 April 2012 in the case of international-law securities.This exchange, the terms of which are described in note 5.5, resulted in a charge of €398 million recordedunder cost of risk (net of the policyholders’ participation mechanism between insurer and policyholder) - seenote 3.8 "Cost of risk".• Business sector and country risk provisionAdverse economic developments in Greece prompted the Group to cut its internal rating on Greece. Thisresulted in a collective provision of €314 million being set aside at 30 June 2012.This provision reflects the impact of the Greek downgrade on the ratings of local counterparties, and factorsin Crédit <strong>Agricole</strong> S.A.'s estimate of particular risks relating to Greek state-owned companies and Cyprus.• Total writedown of Emporiki Bank's deferred tax assetsGiven the legal uncertainty relating to the implementation of the PSI (private sector involvement) plan - underthe Greek Bondholder Act of 23 February 2012 and the implementing decree of 24 February which includedthe debt of several state-owned companies in the PSI plan - Crédit <strong>Agricole</strong> S.A. decided to write off allremaining deferred tax assets, amounting to €128 million in the first half of 2012. An impairment loss of €148million had been recognised in 2011.• Crédit <strong>Agricole</strong> S.A.'s refinancing of its subsidiary Emporiki BankEmporiki is continuing the refinancing policy it has implemented since the start of 2011, under which it aimsto collect more own funding and reduce refinancing from Crédit <strong>Agricole</strong> S.A. The amount of refinancingprovided by Crédit <strong>Agricole</strong> S.A. at 30 June 2012 was €4.6 billion, down from €5.5 billion at 31 December2011 (see Note 9 "Events after 30 June 2012").In late 2011, Crédit <strong>Agricole</strong> S.A. increased its advance to its Greek subsidiary Emporiki Bank by €1.6 billionto €2 billion.To meet the solvency requirements of the Greek central bank and to strengthen Emporiki Bank's competitiveposition in its domestic market, this advance was converted into a capital increase on 24 January 2012. Afterthis capital increase, which was subscribed entirely by Crédit <strong>Agricole</strong> S.A., Crédit <strong>Agricole</strong> S.A.'s stake inEmporiki rose from 95% to 98.3% at 30 June 2012. This buyout of minority interests resulted in a €55 milliondecrease in Crédit <strong>Agricole</strong> S.A.'s shareholders' equity, Group share.Page 137 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A03II-ACQUISITIONS DURING THE PERIOD• Purchase by CAA of Cariparma's 50% stake in CA VitaOn 30 March 2012, Crédit <strong>Agricole</strong> Assurance acquired Cariparma's 50% stake in CA Vita for €175 million.After this internal transaction, Crédit <strong>Agricole</strong> Assurance owned 100% of CA Vita.CA Vita was fully consolidated in Crédit <strong>Agricole</strong> S.A. group's financial statements on the basis of the group's87.50% stake, and is now fully consolidated on the basis of a 100% stake.Since this transaction does not affect control, its effect is recognised directly in equity as a €12 milliondeduction from "consolidated reserves Group share", corresponding to the difference between the purchaseprice and the portion of net assets relating to the 12.50% increase in the group's interest.III- DISPOSALS DURING THE PERIOD• Disposal of Crédit <strong>Agricole</strong> Private Equity and of Crédit <strong>Agricole</strong> Capital Investment Finance fundsmanaged by Crédit <strong>Agricole</strong> Private EquityOn 16 December 2011, Crédit <strong>Agricole</strong> S.A. and Coller Capital signed a memorandum of understandingrelating to the disposal of these two sets of assets.The transaction was completed on 29 March 2012 after the necessary authorisation was obtained from therelevant authorities.• Crédit <strong>Agricole</strong> S.A.'s sale of a 100% stake in Crédit <strong>Agricole</strong> Private Equity (CAPE) to Coller Capitalfor €8 million. The disposal resulted in a consolidated capital loss of €2.8 million, recorded undergains and losses on other assets.• Disposal of most funds managed by CAPE and owned by Crédit <strong>Agricole</strong> Capital InvestmentFinance (CACIF), subsidiary of Crédit <strong>Agricole</strong> S.A., for €223 million. This disposal did not result inany disposal gain or loss in the first half of 2012. Changes in fair value had been recognised in thefinancial statements for the year ended 31 December 2011 because of the recognition of fundsdesignated as at fair value through profit and loss.• Sale of BES Vida to BESOn 12 April 2012, Crédit <strong>Agricole</strong> S.A. and Banco Espirito Santo (BES) signed an agreement for the sale ofCrédit <strong>Agricole</strong> Assurances's 50% stake in BES Vida for €225 million. This disposal took place at the sametime as a capital increase by BES to strengthen its equity and comply with targets set by the Bank ofPortugal.The transaction was completed on 11 May 2012, after which BES owned 100% of BES Vida. In accountingterms, this transaction results in a change in consolidation method. BES Vida, which was previously fullyconsolidated on the basis of a 60.25% stake, has from 20 June 2012 been accounted for indirectly, formingpart of the equity value of the BES consolidation level on the basis of a 20.27% stake. The disposal thereforeresulted in:• a consolidated gain of €28 million, presented under gains and losses on other assets and recognisedin the "Asset Management, Insurance and Private Banking" business;• a gain related to BES' acquisition of control in BES Vida, presented under the proportionate earningsfrom equity-accounted companies in the "International Retail Banking" business.Page 138 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A03• Agreement to sell BNI Madagascar (IFRS 5)On 20 March 2012, Crédit <strong>Agricole</strong> S.A. signed a memorandum of understanding to sell its 51% stake in BNIMadagascar. The transaction is subject to authorisation by the relevant Madagascan authorities, and shouldbe completed in the second half of 2012.Under IFRS 5 "Non-current assets held for sale and discontinued operations" and given the signature of theagreement, the assets, liabilities and after-tax income of BNI Madagascar have been reclassified under heldfor-salenon-current assets (€386 million) and liabilities (€393 million) and income from discontinuedoperations (€4.6 million) in the Group financial statements for the first half of 2012.IV- OTHER SIGNIFICANT EVENTS DURING THE PERIOD• Permanent impairment of Intesa Sanpaolo S.p.A. sharesAn unrealised capital loss had been recognised on Intesa Sanpaolo S.p.A. for more than a year in theGroup's accounts. Given movements in the Intesa Sanpaolo S.p.A. share price in the first half of 2012, thesignificant loss criterion (loss of more than 50%) was met for 15 trading days. As a result, a permanentimpairment loss of €427 million was recorded under net banking income at 30 June 2012.• Permanent impairment of SACAM International shares held by the Regional BanksAt 30 June 2012, applying the first level of criteria used to recognise permanent impairment (loss of value ofat least 30% for 6 consecutive months), shares in SACAM International held by the Regional Banks andrepresenting their investment in the Group's international subsidiaries underwent permanent impairment.This had a €67 million negative impact on the contribution of equity-accounted Regional Banks.• Repurchase of subordinated debt issued by the GroupAs a result of regulatory changes applicable from 1 January 2013, including new Basel 3 rules, and in orderto improve the quality of its core capital, on 26 January 2012 Crédit <strong>Agricole</strong> S.A. initiated offers to buy backsubordinated bonds in issue.These offers led to the repurchase of:• USD610 million (par value) of perpetual deeply subordinated notes issued on 31 May 2007;• €1,633 million (par value) of notes denominated in euros, sterling and Canadian dollars in sevenseries (six series of perpetual deeply subordinated notes and one series of perpetual subordinatednotes).The impact on the consolidated financial statements was the recognition of a €864 million gain under netbanking income, resulting in net income of €552 million.Page 139 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A03• Crédit <strong>Agricole</strong> CIB Group’s adjustment planIn accordance with the objectives announced on 14 December 2011 by Crédit <strong>Agricole</strong> Group, Crédit<strong>Agricole</strong> CIB is actively pursuing its adjustment plan.In addition to the elements reported in 2011, the plan had a €399 million negative impact on net incomeGroup share in the first half of 2012.Indeed, the sale of the discontinuing operations portfolio that began in the fourth quarter of 2011 acceleratedin 2012: almost all of US residential CDOs and US RMBSs were sold for a nominal amount of €5.9 billion(€1.1 billion in 2011).These sales had a negative impact of €402 million on pre-tax income (-€251 million in terms of net incomeGroup share).Disposals of loans in the financing book continued in the first half of 2012, amounting to €2.6 million andmaking a total of €9 billion. The pace of disposals slowed, but disposal terms remained satisfactory, with anegative impact of €70 million on net banking income in the first half of 2012.On 29 March 2012, Crédit <strong>Agricole</strong> CIB and CITICS announced a change in the scope of the transaction andnew talks regarding CLSA, resulting in the immediate release of the CA Cheuvreux restructuring provision inan amount of €40 million.• Correlation bookThe transfer of the correlation book’ market risk exposure to Blue <strong>Mo</strong>untain in February did not have amaterial impact on the first-half 2012 financial statements.• Cheque Image Exchange litigationOn 20 September 2010, the French competition authority found 11 French banks including Crédit <strong>Agricole</strong>S.A. group guilty of unlawful collusion on cheque processing.On 23 February 2012, the Paris Appeal Court overturned the French competition authority's decision of 20September 2010. As a result of this Paris Appeal Court decision, fines paid by LCL, Crédit <strong>Agricole</strong> S.A. andthe Regional Banks have been reimbursed.On 23 March 2012, the French competition authority appealed to the Cour de Cassation against this decisionby the Paris Appeal Court. However, the Group has decided not to set aside provisions to cover this risk,given its assessment of the legal risk and decisions taken by other banks involved in the proceedings.• Analysis of the effective tax rateThe effective tax rate in the first half of 2012, based on pre-tax income adjusted for the proportion of netincome from equity-accounted entities and changes in the value of goodwill, was 125.7% as a result ofseveral factors, the most significant being as follows:• the write-down of all remaining deferred tax assets of Emporiki Bank, amounting to €128 million (seenote 2.1. "Crédit <strong>Agricole</strong> S.A. group's exposure to the economic and financial situation in Greece");• the non-activation of deferred tax assets on losses generated by Emporiki Bank in the first half of2012 (€1,188 million);• the non-deductible nature of certain write-downs, including the €427 million permanent impairmentcharge relating to Intesa Sanpaolo S.p.A.;• the application of the Italian "affrancamento" system, involving tax deductions relating to transfers ofassets and equity securities. This resulted in tax income of €51 million relating to the 2011 branchtransfers from Intesa Sanpaolo S.p.A. to Cariparma and FriulAdria.Page 140 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A032.2 Goodwill(in millions of euros)31/12/2011 31/12/2011Gross NetIncreases(acquisitions) (2)Decreases(Divestments)Impairmentlossesduring theperiodTranslationadjustmentsOther 30/06/2012 30/06/2012movements (1) Gross NetFrench retail banking 5,263 5,263 - - - - - 5,263 5,263• - o/w LCL Group 5,263 5,263 - - - - - 5,263 5,263Specialised FinancialServices 3,499 3,116 - - - - - 3,499 3,116• o/w Consumerfinance 3,046 3,046 - - - - - 3,046 3,046• o/w <strong>Le</strong>asefinancing& factoring 453 70- - - - - 453 70Asset management,insurance and privatebanking 4,541 4,541 12 (19) - 2 3 4,539 4,539• o/w assetmanagement 2,046 2,046- - - 1 - 2,047 2,047• o/w investorservices (1) 643 643 12 - - - - 655 655• o/w insurance (2) 1,228 1,228 - (19) - - 6 1,215 1,215• o/w internationalprivate banking (3) 624 624 - - - 1 (3) 622 622Corporate and InvestmentBanking (4) 2,420 1,353 - (1) - 1 3 2,423 1,356• o/w Corporate andInvestment Banking(excluding brokers) 1,701 942 - - - - 3 1,704 945• o/w brokers, equity 55 41 - (1) - - - 54 40• o/w brokers, other 664 370 - - - 1 - 665 371International retailbanking 5,069 3,183 - - - 3 (88) 4,984 3,098• o/w Greece 1,516 - - - - - - 1,516 -• o/w Italy (5) 2,960 2,745 - - - - (88) 2,872 2,657• o/w Poland 265 265 - - - - - 265 265• o/w Ukraine 127 - - - - - - 127 -• o/w other countries 201 173 - - - 3 - 204 176Corporate center 72 72 - - - - - 72 72TOTAL 20,864 17,528 12 (20) - 6 (82) 20,780 17,444Group Share 20,405 17,107 12 (20) - 6 (81) 20,322 17,024Minority Interest 459 421 - - - - (1) 458 420(1) Increase related to the acquisition of a portfolio of institutional clients.(2) Portion of the Insurance CGU's goodwill divested when control over BES Vida was lost (€19 million).(3) After the combination of Spanish entities C.A.P.B Norte and Aguadana S.L. within Crédit <strong>Agricole</strong> CIB Spanish Branch, €3 million of goodwillrelating to the absorbed entities was reclassified from the International Private Banking CGU to the Corporate and Investment Banking CGU(excluding brokerage activities).(4) The Corporate and Investment Banking business has been subdivided into three business lines in order to isolate the broke rage activities. Asregards the Brokerage CGUs, with respect to transactions mentioned in events after the reporting period, detailed goodwill figurescorrespond to the values monitored by CACIB's management.(5) The €88 million figure breaks down into:- a -€82 million adjustment of the purchase price and the fair value of assets and liabilities acquired.- the reclassification of CA Vita goodwill from the International Retail Banking (Italy) CGU to the Asset Management, Insurance and PrivateBanking (Insurance) CGU for €6 million following Crédit <strong>Agricole</strong> Assurances' acquisition of 50% of this subsidiary.As part of the interim accounts closing process and in accordance with Group principles, objectiveindications of goodwill impairment were analysed. Additional work to support the values in use of certainCash Generating Units (CGUs) was performed, particularly on the Consumer Finance CGU. As a result, theabsence of impairment was validated at 30 June 2012.Page 141 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A032.3 Related partiesParties related to Crédit <strong>Agricole</strong> S.A. Group are:- companies that have the exclusive or joint control of the Group, or that have a significantinfluence over the Group, either directly or indirectly;- companies controlled by the Group, either directly or indirectly, with exclusive or joint control;- companies that are over significant influence from the Group;- companies that are directly or indirectly under joint control with the Group;- companies over which a physical person, related party to the Group, detains exclusive or jointcontrol, significant influence, or significant voting right;- retirement, early retirement and end-of-career allowances that benefit to employees of theGroup or to employees of one of the related parties of the Group.In accordance with the internal financial mechanisms at Crédit <strong>Agricole</strong>, transactions between Crédit<strong>Agricole</strong> S.A. and the Regional Banks are presented as internal operations in the balance sheet andincome statement (Note 3.1, 3.2 and 5.3).Relationships between controlled companies affecting the consolidated balance sheetA list of Crédit <strong>Agricole</strong> S.A. Group companies can be found in Note 10 to the consolidated financialstatements. Transactions and outstandings at the period end between fully consolidated companiesare eliminated in full on consolidation. Therefore, the Group’s consolidated financial statements areonly affected by those transactions between fully consolidated companies and proportionatelyconsolidated companies to the extent of the interests held by other shareholders.Transactions concluded with the other related parties during the first half of 2012 are describedtherafter:The main corresponding outstandings in the consolidated balance sheet at 30 June 2012 relate to theNewedge, UBAF, Menafinance, FGA Capital and Forso groups for the following amounts: loans andreceivables to credit institutions: €2,201 million; loans and receivables to customers: €2,432 million;amounts due to credit institutions: €2,212 million; due to customers: €725 million.These transactions had no material impact on the income statement for the period.Other shareholders’ agreementsNo other shareholders’ agreement concerning Crédit <strong>Agricole</strong> S.A. had been made public or existed at30 June 2012.Page 142 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A032.4 Investments in joint venturesList and description of investments in joint venturesAt 30 June 2012, the main investments in joint ventures are:• Newedge, 50% consolidated, whose contribution to the consolidated balance sheet totalled€27,579 million, €761 million in expenses and €782 million in revenues;• FGA Capital S.p.A., 50% consolidated, whose contribution to the consolidated balance sheetamounted to €7,493 million, €395 million in expenses and €435 million in revenues.Page 143 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A03Note 3 Notes to the income statements3.1 Interest and similar income and expenses(in millions of euros) 30/06/2012 31/12/2011 30/06/2011Interbank transactions 804 1,731 829Crédit <strong>Agricole</strong> internal transactions 3,310 6,938 3,309Customer transactions 7,391 14,195 6,932Accrued interest receivable on available-for-sale financial assets 3,962 8,330 4,290Accrued interest receivable on held-to-maturity investments 440 906 473Accrued interest receivable on hedging instruments 778 1,281 932Finance leases 580 1,146 566Other interest and similar income 466 (1) 43 17INTEREST AND SIMILAR INCOME (2) 17,731 34,570 17,348Interbank transactions (792) (1,990) (966)Crédit <strong>Agricole</strong> internal transactions (811) (1,044) (472)Customer transactions (4,048) (7,677) (3,630)Debt securities (2,456) (4,393) (2,086)Subordinated debt (520) (1) (2,297) (1,195)Accrued interest receivable on hedging instruments (1,051) (1,755) (1,377)Finance leases (123) (240) (125)Other interest and similar expenses 36 (5) (6)INTEREST AND SIMILAR EXPENSES (9,765) (19,401) (9,857)In 2012, €418 million of commitment fees were reclassified under interest income. These fees amounted to €1,041 million in full-year 2011 and€489 million in the first half of 2011.(1) The subordinated debt buyback in the first half of 2012 affected other interest and similar income and interest expenses on subordinateddebt, resulting in an overall impact of €864 million.(2) Including €64 million of receivables written down individually at 30 June 2012 versus €215 million at 31 December 2011 and €120 million at30 June 2011.3.2 Net fees and commissions(in millions of euros) 30/06/2012 31/12/2011 30/06/2011Income Expense Net Income Expense Net Income Expense NetInterbank transactions 102 (26) 76 160 (57) 103 72 (28) 44Crédit <strong>Agricole</strong> internaltransactions 244 (503) (259)427 (974) (547) 222 (461) (239)Customer transactions 856 (101) 755 1,816 (190) 1,626 899 (94) 805Securities transactions 387 (165) 222 1,289 (775) 514 570 (313) 257Foreign exchangetransactions 20 (9) 11Derivative instrumentsand other off-balancesheet items 711 (539) 172Payment instruments andother banking andfinancial services 1,103 (1,406) (303)Mutual fundsmanagement, fiduciaryand similar operations 1,253 (267) 986NET FEES ANDCOMMISSIONS 4,676 (3,016) 1,66044 (18) 26 22 (8) 142,120 (760) 1,360 1,034 (348) 6862,208 (2,735) (527) 1,113 (1,342) (229)2,715 (598) 2,117 1,364 (312) 1,05210,779 (6,107) 4,672 5,296 (2,906) 2,390In 2012, €418 million of commitment fees were reclassified under interest income. These fees amounted to €1,041 million in full-year 2011 and€489 million in the first half of 2011 (see note 3.1 "Interest and similar income and expenses").Page 144 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A033.3 Net gains (losses) on financial instruments at fair value through profit or loss(in millions of euros) 30/06/2012 31/12/2011 30/06/2011Dividends received 157 627 409Unrealised or realised gains or losses on assets/liabilities at fair value 1,368 1,677 1,938through profit or loss classified as held for trading (1)Unrealised or realised gains or losses on assets/liabilities designated 1,104 (1,846) (361)as at fair value through profit or loss upon initial recognition (2)Net gains (losses) on foreign exchange transactions and similarfinancial instruments (excluding gains or losses on hedges of netinvestments in foreign operations)640 (486) (755)Gains or losses from hedge accounting (22) (24) 111NET GAINS (LOSSES) ON FINANCIAL INSTRUMENTS AT FAIRVALUE THROUGH PROFIT OR LOSS3,247 (52) 1,342(1) The change in debt revaluation resulted in net banking income of €225 million at 30 June 2012 versusincome of €671 million at 31 December 2011 and €37 million at 30 June 2011 on structured issuesmeasured at fair value (see note 5.1 Financial liabilities at fair value through profit or loss).(2) Including €2,012 million at 30 June 2012 and -€63 million at 30 June 2011 on financial assets held byinsurance companies. This item includes the change in the value of assets in unit-linked policies(+€1,122 million at 30 June 2012 versus -€1,993 million at 31 December 2011). An opposite trend isobserved in the change in technical reserves related to these contracts, recognised in "Net income(expenses) on other activities”.Analysis of net gains (losses) from hedge accounting:Gains or losses from hedge accounting are as follows:(in millions of euros)30/06/2012Gains Losses NetFair value hedges 7,820 (7,837) (17)Change in fair value of hedged items attributable tohedged risks3,279 (3,378) (99)Change in fair value of hedging derivatives (including4,541 (4,459) 82sales of hedges)Cash flow hedges - - -Change in fair value of hedging derivatives – ineffectiveportion- - -Hedges of net investments in foreign operations - - -Change in fair value of hedging derivatives – ineffectiveportionFair value hedge of the interest rate exposure of aportfolio of financial instruments- - -6,165 (6,170) (5)Change in fair value of hedged items 3,149 (3,307) (158)Change in fair value of hedging derivatives 3,016 (2,863) 153Cash flow hedge of the interest rate exposure of aportfolio of financial instrumentsChange in fair value of hedging instrument – ineffectiveportionTOTAL GAINS OR LOSSES FROM HEDGEACCOUNTING- - -- - -13,985 (14,007) (22)Page 145 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A03(in millions of euros) 31/12/2011Gains Losses NetFair value hedges 7,957 (7,976) (19)Change in fair value of hedged items attributable tohedged risks 3,446 (4,213) (767)Change in fair value of hedging derivatives (includingsales of hedges) 4,511 (3,763) 748Cash flow hedges - - -Change in fair value of hedging derivatives – ineffectiveportion- - -Hedges of net investments in foreign operations - - -Change in fair value of hedging derivatives – ineffective- - -portionFair value hedge of the interest rate exposure of aportfolio of financial instruments 16,778 (16,781) (3)Change in fair value of hedged items 8,343 (8,474) (131)Change in fair value of hedging derivatives 8,435 (8,307) 128Cash flow hedge of the interest rate exposure of aportfolio of financial instruments - (2) (2)Change in fair value of hedging instrument – ineffectiveportion - (2) (2)TOTAL GAINS OR LOSSES FROM HEDGEACCOUNTING 24,735 (24,759) (24)(in millions of euros) 30/06/2011Gains Losses NetFair value hedges 3,730 (3,613) 117Change in fair value of hedged items attributable tohedged risks2,074 (2,235) (161)Change in fair value of hedging derivatives (including1,656 (1,378) 278sales of hedges)Cash flow hedges - - -Change in fair value of hedging derivatives – ineffectiveportion- - -Hedges of net investments in foreign operations - - -Change in fair value of hedging derivatives – ineffective- - -portionFair value hedge of the interest rate exposure of aportfolio of financial instruments7,272 (7,278) (6)Change in fair value of hedged items 3,460 (3,833) (373)Change in fair value of hedging derivatives 3,812 (3,445) 367Cash flow hedge of the interest rate exposure of aportfolio of financial instrumentsChange in fair value of hedging instrument – ineffectiveportionTOTAL GAINS OR LOSSES FROM HEDGEACCOUNTING- - -- - -11,002 (10,891) 111Page 146 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A033.4 Net gains (losses) on available-for-sale financial assets(in millions of euros) 30/06/2012 31/12/2011 30/06/2011Dividends received 471 886 555Realised gains or losses on available-for-sale financial(220) 815 703assets (1)Permanent impairment losses on equity investments (2) (704) (5,057) (638)Gains or losses on disposal of held-to-maturity investments(113) (214) 11and on loans and receivablesNET GAINS (LOSSES) ON AVAILABLE-FOR-SALEFINANCIAL ASSETS (3) (566) (3,570) 631(1) Excluding realised gains or losses on permanently impaired fixed-income securities recognised as available-for-sale financial assetsmentioned in Note 3.8.(2) The amount at 30 June 2012 includes the permanent impairment relating to Intesa Sanpaolo S.p.A. (ISP) shares for -€427 million.(3) The reduction in net gains and losses on available-for-sale assets amounted to -€1,197 million relative to 30 June 2011, including -€608million relating to insurance activities, which accounted for -€138 million of the total net gains and losses on available-for-sale assets at 30June 2012 (-€3,545 million at 31 December 2011 versus +€470 million at 30 June 2011). After applying the policyholders’ participationmechanism between insurer and policyholder specific to the insurance business (recognised in "Net income (expenses) on other activities"),Crédit <strong>Agricole</strong> S.A. Group’s insurance companies retained a residual cost of risk on impairment of Greek securities of -€1,081 million at 31December 2011 and -€53 million at 30 June 2012.3.5 Net income (expenses) on other activities(in millions of euros) 30/06/2012 31/12/2011 30/06/2011Gains or losses on fixed assets not used in operations 25 61 25Policyholder profit sharing (1) - - -Other net income from insurance activities (1) (2) 249 3,999 4,301Change in insurance technical reserves (1) (3) (2,744) 162 (5,595)Net income from investment properties 72 136 85Other net income (expense) 267 206 165INCOME (EXPENSE) RELATED TO OTHER ACTIVITIES (2,131) 4,564 (1,019)(1) Policyholder profit sharing is now directly included in “Other net income from insurance activities” for the portion paid with the benefitsand in “Change in insurance technical reserves” for the portion included in liabilities. Expenses at 30 June 2012 totalled €2,363 millionversus €4,857 million at 31 December 2011 and €2,670 million at 30 June 2011.(2) The change excluding policyholders’ participation relates mainly to the fall in life insurance premium income (€2,789 million) and theincrease in loss compensation (€3,853 million) - see note 4.2 "Insurance activities".(3) The €2,841 million change in income and expenses on technical reserves reflects the change in net inflows (a €3,880 million decrease inmathematical provision charges) and the upward revaluation of unit-linked contracts (€1,259 million increase in mathematical provisioncharges).Page 147 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A033.6 Operating expenses(in millions of euros) 30/06/2012 31/12/2011 30/06/2011Employee expenses (3,786) (7,824) (3,831)Taxes other than on income or payroll-related (198) (504) (192)External services and other general operating expenses (2,134) (4,550) (2,235)OPERATING EXPENSES (6,118) (12,878) (6,258)At 30 June 2012, €40 million was released from provisions related to the Group adjustment plan, recognisedunder employee expenses.At 30 June 2012, a €54 million restructuring provision was recognised at Cariparma following the voluntarydeparture plan.Analysis of employee expenses(in millions of euros) 30/06/2012 31/12/2011 30/06/2011Salaries (1) (2,677) (5,543) (2,718)Contributions to defined-contribution plans (230) (471) (228)Contributions to defined-benefit plans (14) (84) (12)Other social security expenses (593) (1,154) (576)Profit-sharing and incentive plans (112) (263) (143)Payroll-related tax (160) (309) (154)TOTAL EMPLOYEE EXPENSES (3,786) (7,824) (3,831)(1) Salaries include the following expenses related to shared-based payments:• in respect of share-based compensation, Crédit <strong>Agricole</strong> S.A. Group recognised an expense of €3.8million at 30 June 2012 (including €3.2 million related to the free share allocation plan) compared to€4.6 million at 31 December 2011(including €1.2 million related to the free share allocation plan);• in respect of deferred variable compensation paid to market professionals, Crédit <strong>Agricole</strong> S.A. Grouphas recognised an expense of €40 million at 30 June 2012 compared to an expense of €69 million at 31December 2011 and an expense of €46 million at 30 June 2011.The measurement of employee benefits does not take into account French decree 2012-847 relatingto pension eligibility at 60 years, adopted on 2 July 2012 and published in France's official journal on 3July 2012. The entity does not expect this application to have a significant effect on its net income orshareholders' equity.Obligations concerning public pension schemes in Greece (Emporiki Bank)Greece's Supreme Court made a decision on this matter on 5 July 2012. The Supreme Courtoverturned the decision of the Athens Appeal Court and rejected the claim by the bank employees'union, finding that act 3371/2005 is constitutional and that matters of mandatory social insurance aregoverned by statute and not by private agreements.It decided that the matter should be re-heard before the Athens Appeal Court, differently composedand this time bound by the various legal findings made by the Supreme Court.Page 148 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A033.7 Depreciation, amortisation and impairment of property, plant & equipment andintangible assets(in millionsof euros) 30/06/2012 31/12/2011 30/06/2011Depreciation charges and amortisation (366) (730) (349)Property, plant and equipment (226) (464) (223)Intangible assets (140) (266) (126)Impairment losses 5 (4) 1Property, plant and equipment - 1Intangible assets 5 (4) -TOTAL (361) (734) (348)3.8 Cost of risk(in millions of euros) 30/06/2012 31/12/2011 30/06/2011Charge to provisions and impairment losses (4,111) (7,313) (3,108)Fixed-income available-for-sale financial assets (8) (1,144) (1) (176) (1)Loans and receivables (3,949) (2) (5,285) (2,572)Held-to-maturity financial assets - (190) (3) (29) (3)Other assets (8) (83) (70)Financing commitments (54) (168) (132)Risks and expenses (92) (443) (129)Reversal of provisions and impairment losses 2,943 1,972 1,217Fixed-income available-for-sale financial assets 1,350 (4) 40 34Loans and receivables 1,505 (5) 1,448 873Held-to-maturity financial assets - - -Other assets 2 81 16Financing commitments 34 197 169Risks and expenses 52 206 125Net charge to reversal of impairment losses and provisions (1,168) (5,341) (1,891)Realised gains or losses on impaired fixed-income available-forsalefinancial assets(1,419) (4) (34) (31)Bad debts written off – not provided for (412) (6) (311) (58)Recoveries on bad debts written off 102 170 71Discounts on restructured loans (27) (56) (29)Losses on financing commitments - (2) -Other losses (10) (83) (9)COST OF RISK (2,934) (5,657) (1,947)(1) Including impairment on Greek government bonds classified as available-for-sale financialassets amounting to -€1,136 million at 31 December 2011 and -€173 million at 30 June 2011.(2) Charge to provisions in the first half of 2012 included- €320 million relating to public-sectorcompanies guaranteed by the Greek government (Hellenic Railways Organisation - OSE,Hellenic Defense EAS, Athens Urban Transport Organisation OASA),- €314 million of countryrisk and business sector provisions taking into account the downgrade on the group's internalrating on Greece and the resulting impact on the ratings of local companies, along with a specificrisk relating to state-guaranteed public-sector companies, and -€364 million relating to Agosassets.(3) Amounts at 31 December 2011 and 30 June 2011 correspond entirely to impairment on Greekgovernment bonds classified as held-to-maturity financial assets.(4) -€78 million of the net amount corresponds to the impact of the Greek bond exchange in the firsthalf of 2012.(5) The reversal of provisions and impairment on loans and receivables includes a €297 million netrelease of collective impairment recognised on the CDO and RMBS portfolios.(6) Losses on loans and receivables include €325 million of capital losses on CDOs and RMBSs.Page 149 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A033.9 Net gains (losses) on other assets(in millions of euros) 30/06/2012 31/12/2011 30/06/2011Property, plant & equipment and intangible assets usedin operations3 8 1Gains on disposals 4 16 6Losses on disposals (1) (8) (5)Consolidated equity investments 33 1 (6)Gains on disposals (1) 43 6 2Losses on disposals (10) (5) (8)Net income (expense) on combinations - (4) (2)NET GAINS (LOSSES) ON OTHER ASSETS 36 5 (7)(1) At 30 June 2012, they include €28 million gain on diposal of BES Vida shares and €11 million gain ondisposal of Quant House share by Newedge.Page 150 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A033.10 Change in other comprehensive incomeThe following table shows a breakdown of other comprehensive income for the period, after tax.(in millions of euros)Due tochange intranslationadjustmentsOther comprehensive incomeChangein fairvalue ofavailablefor-salefinancialassets (1)Change infair valueof hedgingderivativesShare of othercomprehensiveincome ofequityaccountedActuarialgains orlosses onpostemploymentbenefitsChange in fair value 1,067 70 1,137Reclassified to profit or loss (1) 386 1 387Change in translation adjustments 106 106Change in actuarial gains or losseson post-employment benefits (118) (118)Share in other comprehensive incomeof equity-accounted entities 44 97 6 (26) 121Other comprehensive income for thefirst half of 2012 (Group share) 150 1,550 77 (144) 1,633Other comprehensive income for thefirst half of 2012 (minority interests) 60 133 1 (7) 187TOTAL OTHER COMPREHENSIVEINCOME FOR THE FIRST HALF OF2012 (2) 210 1,683 78 (151) 1,820Change in fair value (2,615) 169 (2,446)Reclassified to profit or loss (1) 842 5 847Change in translation adjustments 90 90Change in actuarial gains or losseson post-employment benefits (4) (4)Share in other comprehensive incomeof equity-accounted entities 37 (135) 42 6 (50)Other comprehensive income for the2011 financial year (Group share) 127 (1,908) 216 2 (1,563)Other comprehensive income for the2011 financial year (minorityinterests) 106 (142) 8 - (28)TOTAL OTHER COMPREHENSIVEINCOME FOR THE 2011 FINANCIALYEAR (2) 233 (2,050) 224 2 (1,591)Change in fair value 81 (13) 68Reclassified to profit or loss 166 3 169Change in translation adjustments (118) (118)Change in actuarial gains or losseson post-employment benefits 27 27Share in other comprehensive incomeof equity-accounted entities (87) (31) 34 (9) (93)Other comprehensive income for thefirst half of 2011 (Group share) (205) 216 24 18 53Other comprehensive income for thefirst half of 2011 (minority interests) (142) (4) - 2 (144)TOTAL OTHER COMPREHENSIVEINCOME FOR THE FIRST HALF OF2011 (2) (347) 212 24 20 (91)Page 151 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A03(1) In 2012, this includes mainly recycling in the income statement of capital gains worth -€0,2 billion,recycling in the income statement of impairment losses on equity investments worth -€0.7 billion(see note 3.4) and a stake in policyholder participation of -€0.5 billion.In 2011, this included mainly recycling in the income statement of capital gains worth -€0.8 billion(see Note 3.4); recycling in the income statement of impairment losses on equity investmentsworth €5.8 billion, a stake in policyholder participation of -€2.6 billion and taxes of -€1.3 billion.(2) Total gains and losses recognised in other comprehensive income for available-for-sale financialassets is detailed below:30/06/2012 31/12/2011 31/12/2010Gross amount 2,124 (2,844)Tax (441) 794NET TOTAL 1,683 (2,050) 212At 30 June 2011, the breakdown between Gross amount and Tax was not availablePage 152 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A03Note 4Segment reportingDefinition of operating segmentsAccording to IFRS 8, information disclosed is based on the internal reporting that is used by theExecutive Committee to manage Crédit <strong>Agricole</strong> S.A., to assess performance and to make decisionsabout resources to be allocated to the identified operating segments.Operating segments according to the internal reporting consist of the business lines of the Group.Crédit <strong>Agricole</strong> S.A.’s activities are organised into seven operating segments:• six business lines:• French retail banking – Regional Banks,• French retail banking – LCL Network,• International retail banking,• Specialised financial services,• Asset management, insurance and private banking,• Corporate and investment banking;• plus the Corporate centre.Presentation of business lines1. French retail banking – Regional BanksThis business line comprises the Regional Banks and their subsidiaries.The Regional Banks provide banking services for individual customers, farmers, small businesses,corporates and local authorities, with a very strong local presence.The Crédit <strong>Agricole</strong> Regional Banks provide a full range of banking and financial services, includingsavings products (money market, bonds, equity), life insurance, lending (particularly mortgage loansand consumer finance), and payment services. In addition to life insurance, they also provide a broadrange of property & casualty and death & disability insurance.2. French retail banking – LCL NetworkThis business line comprises the LCL branch network in France, which has a strong focus on urbanareas and a segmented customer approach (individual customers, small businesses and small andmedium-sized enterprises).LCL offers a full range of banking products and services, together with asset management, insuranceand wealth management products.3. International retail bankingThis business line encompasses foreign subsidiaries and investments – fully consolidated or equityaccountedentities – that are mainly involved in retail banking.These subsidiaries and investments are mostly in Europe (Emporiki Bank in Greece, Cariparma,FriulAdria and Carispezia in Italy, Crédit <strong>Agricole</strong> Polska in Poland, Banco Espirito Santo in Portugal,Bankoa and Bankinter in Spain, Center and Crédit <strong>Agricole</strong> Belge in Belgium, PJSC Crédit <strong>Agricole</strong>Bank in Ukraine, Crédit <strong>Agricole</strong> Banka Srbija a.d. Novi Sad in Serbia) and, to a lesser extent, in theMiddle East and Africa (Crédit du Maroc and Crédit <strong>Agricole</strong> Egypt, etc.). The foreign subsidiaries inconsumer finance, lease finance and factoring (subsidiaries of Crédit <strong>Agricole</strong> Consumer Finance, ofCrédit <strong>Agricole</strong> <strong>Le</strong>asing & Factoring and EFL in Poland, etc.) are however not included in this divisionbut are reported in the “Specialised financial services” segment.Page 153 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A034. Specialised financial servicesSpecialised financial services comprises the Group subsidiaries that provide banking products andservices to individual customers, small businesses, corporates and local authorities in France andabroad. These include:• consumer finance companies belonging to Crédit <strong>Agricole</strong> Consumer Finance in France and heldthrough its subsidiaries or partnerships in countries other than France (Agos, Forso, Credit-Plus,Ribank, Credibom, Dan Aktiv, Interbank Group, Emporiki Credicom, FGA Capital S.p.A.);• specialised financial services for companies such as factoring and lease finance (Crédit <strong>Agricole</strong><strong>Le</strong>asing & Factoring AL&F group, EFL).5. Asset management, insurance and private bankingThis business line encompasses:• the asset management activities of the Amundi group, offering savings solutions for individuals andinvestment solutions for institutions;• investor services: CACEIS Bank for custody and CACEIS Fastnet for fund administration;• personal insurance (Predica and Médicale de France in France, CA Vita in Italy);• property & casualty insurance (Pacifica, and BES Seguros in Portugal);• creditor insurance activities (conducted by Crédit <strong>Agricole</strong> Creditor Insurance);• private banking activities conducted mainly by Crédit <strong>Agricole</strong> CIB subsidiaries (Crédit <strong>Agricole</strong>Suisse, Crédit <strong>Agricole</strong> Luxembourg and Crédit Foncier de <strong>Mo</strong>naco, Banque de Gestion PrivéeIndosuez (BGPI) etc.).In December 2011, a head holding company for the private banking business, Crédit <strong>Agricole</strong> PrivateBanking, was created within CACIB to house the activities of the relevant Crédit <strong>Agricole</strong> S.A. andCACIB subsidiaries. An initial group of entities (Crédit <strong>Agricole</strong> Suisse, Luxembourg, CA Brazil DTVMand CFA) was transferred to Crédit <strong>Agricole</strong> Private Banking at the end of 2011. In the first half of2012, the reorganisation of this business line continued with Crédit <strong>Agricole</strong> S.A.'s acquisition of BGPIand its two subsidiaries Gestion Privée Indosuez and SCI La Baume.6. Corporate and investment bankingCorporate and investment banking operations are divided into three main activities, most of themcarried out by Crédit <strong>Agricole</strong> CIB:• financing activities comprises traditional commercial banking and structured finance in France andabroad: project, aeronautical, maritime, acquisition and real estate finance, international trade;• capital markets and investment activities brings together capital market activities (cash, foreignexchange, commodities, interest rate derivatives, debt markets and equity derivatives), investmentbanking (merger and acquisitions consulting and primary equity) and equity brokerage activitiesconducted by CA Cheuvreux and CLSA and futures activities by Newedge;• since the implementation of the Crédit <strong>Agricole</strong> CIB refocusing plan in September 2008,businesses in run-off include exotic equity derivatives, correlation businesses and CDO, CLO andABS portfolios.7. Corporate centreThis business line encompasses mainly Crédit <strong>Agricole</strong> S.A.’s central body function, asset and liabilitymanagement and management of debt connected with acquisitions of subsidiaries or equityinvestments.It also includes the results of the private equity business and results of various other Crédit<strong>Agricole</strong> S.A. Group’s companies (Uni-Éditions, Foncaris, etc.).This segment also includes the income from resource pooling companies, real-estate companiesholding properties used in operations by several business lines and activities undergoingreorganisation.Lastly, it also includes the net impact of tax consolidation for Crédit <strong>Agricole</strong> S.A., as well asdifferences between the “standard” tax rates for each business line and the actual tax rates applied toeach subsidiary.Page 154 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A034.1 Operating segment informationTransactions between operating segments are effected at arm’s length.(in millions of euros)French retail bankingRegionalBanksLCLnetworkInternationalretail bankingSpecialisedfinancialservices30/06/2012Assetmanagement,insuranceandprivatebankingCorporate andinvestmentbankingCorporatecentreRevenues 2,013 1,515 1,805 2,602 2,455 (214) 10,176Operating expenses (1,246) (1,092) (794) (1,194) (1,716) (437) (6,479)Gross operating income 767 423 1,011 1,408 739 (651) 3,697Cost of risk (144) (1,446) (1,069) (55) (210) (10) (2,934)Operating income 623 (1,023) (58) 1,353 529 (661) 763Share of net income of equity-accountedentities545 - 52 10 5 80 (52) 640Net gains (losses) on other assets - - - 28 12 (4) 36Change in value of goodwill - - - - - - - -Pre-tax income 545 623 (971) (48) 1,386 621 (717) 1,439Income tax charge - (209) (150) (37) (428) (184) 4 (1,004)Net gains (losses) on discontinued- 4 - - - - 4operationsNet income for the period 545 414 (1,117) (85) 958 437 (713) 439Minority interests - 20 - (113) 90 (8) 87 76NET INCOME GROUP SHARE 545 394 (1,117) 28 868 445 (800) 363TotalPage 155 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A03(in millions of euros)French retail bankingRegionalBanksLCLnetworkInternationalretail bankingSpecialisedfinancialservices31/12/2011Assetmanagement,insuranceandprivatebankingCorporate andinvestmentbankingCorporatecentre (1)Revenues 3,822 3,068 3,926 5,243 5,436 (712) 20,783Operating expenses (2,497) (2,104) (1,744) (2,508) (3,784) (975) (13,612)Gross operating income 1,325 964 2,182 2,735 1,652 (1,687) 7,171Cost of risk (1) (286) (1,846) (1,606) (1,075) (504) (340) (5,657)Operating income 1,039 (882) 576 1,660 1,148 (2,027) 1,514Share of net income of equity-accountedentities 1,008 (911) 14 11 133 (26) 229Net gains (losses) on other assets 1 8 (1) 1 (4) 5Change in value of goodwill (634) (247) (1,053) (1,934)Pre-tax income 1,008 1,040 (2,419) 343 1,670 229 (2,057) (186)Income tax charge (330) (247) (242) (620) (383) 796 (1,026)Net gains (losses) on discontinuedoperations 14 5 (5) 14Net income for the period 1,008 710 (2,652) 106 1,050 (154) (1,266) (1,198)Minority interests 35 (51) 15 99 (7) 181 272NET INCOME GROUP SHARE 1,008 675 (2,601) 91 951 (147) (1,447) (1,470)Segment assetsOf which investments in equityaccountedentities 14,403 1,724 178 82 1,261 638 18,286Of which Goodwill 5,263 3,183 3,116 4,541 1,353 72 17,528TOTAL ASSETS 7,937 112,543 75,926 117,418 351,564 1,011,617 46,603 1,723,608(1) The cost of risk of “Corporate centre” contains the provisions recognised by Crédit <strong>Agricole</strong> S.A. for the guarantees granted to its subsidiaries (Crédit <strong>Agricole</strong> CIB, Emporiki andEmporiki <strong>Le</strong>asing).TotalPage 156 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A03(in millions of euros)French retail bankingRegionalBanksLCLnetworkInternationalretail bankingSpecialisedfinancialservices30/06/2011Assetmanagement,insuranceandprivatebankingCorporate andinvestmentbankingCorporatecentreRevenues 1,968 1,527 1,999 2,646 2,970 (275) 10,835Operating expenses (1,235) (1,012) (848) (1,240) (1,809) (462) (6,606)Gross operating income 733 515 1,151 1,406 1,161 (737) 4,229Cost of risk (155) (755) (677) (110) (214) (36) (1,947)Operating income 578 (240) 474 1,296 947 (773) 2,282Share of net income of equity-accountedentities574 - 55 7 5 68 1 710Net gains (losses) on other assets - - - - (6) (1) (7)Change in value of goodwill - - (359) - - - - (359)Pre-tax income 574 578 (544) 481 1,301 1,009 (773) 2,626Income tax charge - (178) (246) (164) (434) (342) 257 (1,107)Net gains (losses) on discontinuedoperations - 14 5 - - (6) 13Net income for the period 574 400 (776) 322 867 667 (522) 1,532Minority interests - 20 (22) 24 77 6 88 193NET INCOME GROUP SHARE 574 380 (754) 298 790 661 (610) 1,339TotalPage 157 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A034.2 Insurance activitiesGross income from insurance activitiesInsurance activities(in millions of euros)30/06/2012 31/12/2011 30/06/2011Premium written 11,116 24,345 13,822Change in unearned premiums (313) (130) (374)Earned premiums 10,803 24,215 13,448Other operating income 6 29 61Investment income 4,098 8,567 4,052Investment expenses (270) (315) (205)Gains (losses) on disposal of investments net of impairment andamortisation reversalsChange in fair value of investments at fair value through profit orloss(347) 794 6821,700 (3,161) (60)Change in impairment on investments (242) (6,164) (718)Investment income after expenses 4,939 (279) 3,751Claims paid (13,058) (19,920) (14,858)Income on business ceded to reinsurers 154 267 165Expenses on business ceded to reinsurers (238) (458) (230)Net income (expense) on business ceded to reinsurers (84) (191) (65)Contract acquisition costs (896) (1,821) (920)Amortisation of investment securities and similar (3) (8) (4)Administration expenses (585) (1,232) (539)Other current operating income (expense) (273) 9 (71)Other operating income (expense) 28 (1) 3OPERATING INCOME 877 801 806Financing costs (87) (170) (86)Share of net income of associates - - -Income tax charge (242) (282) (247)CONSOLIDATED NET INCOME 548 349 473Minority interests 2 (49) (7)NET INCOME GROUP SHARE 546 398 480Page 158 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A03Insurance company investments(in millions of euros)Carryingamount30/06/2012 31/12/2011Gainsrecognised inothercomprehensiveincomeLossesrecognised inothercomprehensiveincomeCarryingamountGainsrecognised inothercomprehensiveincomeLossesrecognised inothercomprehensiveincomeAvailable-for-salefinancial assets 146,783 7,661 (5,703) 148,295 4,288 (7,884)Treasury bills and similarsecutiries 12,441 115 (1,911) 26,287 107 (2,655)Bonds and other fixedincomesecurities 118,592 6,378 (2,410) 105,215 3,087 (3,223)Equities and othervariable-income securities 13,314 747 (1,245) 14,560 737 (1,927)Non-consolidated quityinvestments 2,436 421 (137) 2,233 357 (79)(in millions of euros)Carryingamount30/06/2012 31/12/2011MarketvalueCarryingamountMarketvalueHeld-to-maturity finacial assets 15,174 17,343 15,322 16,886Bonds and other fixed-income securities 3,124 3,643 3,187 3,595Treasury bills and similar secutiries 12,050 13,700 12,135 13,291Impairment - - - -Loans and receivables 8,761 8,789 7,360 7,352Investment property 2,971 5,143 2,494 4,507Carrying amount(in millions of euros) 30/06/2012 31/12/2011Financial assets at fair value through profit or loss (including upon initialrecognition) 63,039 62,830Asset backing unit-linked contracts (1) 32,116 40,372Securities bought under repurchase agrements 0 0Treasury bills and similar securities 5,259 4,755Bonds and other fixed-income securities 18,184 9,975Equities and other variable-income securities 6,676 6,935Derivative instruments 804 793Carrying amount(in millions of euros)30/06/2012 31/12/2011Total insurance company investments 236,728 236,301(1) Debt issues relating to assets held by Group insurers on behalf of policyholders included in unit-linkedcontracts were eliminated at 30 June 2012 for an amount of €7 billion.Page 159 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A03Breakdown of insurance technical reserves(in millions of euros)Life30/06/2012Property &Casualty International CreditorInsurance contracts 111,184 2,807 9,334 1,393 124,718Investment contracts with discretionary participationfeaturesInvestment contracts without discretionary participationfeaturesTotal96,564 - 4,739 - 101,3031,736 - 828 - 2,564Deferred participation liability (1) 668 - - - 668Other technical reserves - - - - -Total technical reserves 210,152 2,807 14,901 1,393 229,253Deferred policyholders’ participation asset (1) (2) - (263) - (265)Reinsurers’ share of technical reserves (534) (200) (41) (238) (1,013)Net technical reserves (2) 209,616 2,607 14,597 1,155 227,975(1) Including deferred liability on revaluation of available-for-sale securities of €1.7 billion before tax, i.e. €1.1 billion after tax (seeNote 5.2 Available-for-sale financial assets).(2) Reinsurers’ share in technical reserves and other insurance liabilities is recognised under “Accruals, prepayments and sundryassets”.(in millions of euros)Life31/12/2011Property &Casualty International Creditor TotalInsurance contracts 107,797 2,441 8,878 1,381 120,497Investment contracts with discretionary participationfeaturesInvestment contracts without discretionaryparticipation features97,992 - 6,422 - 104,4141,743 - 4,163 - 5,906Deferred policyholders’participation liability (1) - - - - -Other technical reserves - - - - -Total technical reserves 207,532 2,441 19,463 1,381 230,817Deferred policyholders participation asset (1) (3,872) - (401) - (4,273)Reinsurers’ share of technical reserves (498) (178) (38) (293) (1,007)Net technical reserves (2) 203,162 2,263 19,024 1,088 225,537(1) Including deferred asset on revaluation of available-for-sale securities of €2.9 billion before tax, i.e. €1.9 billion after tax (seeNote 5.2 Available-for-sale financial assets).(2) Reinsurers’ share in technical reserves and other insurance liabilities is recognised under “Accruals, prepayments and sundryassets”.The deferred policyholders’ participation liabilty at 30 June 2012 and deferred policyholders’ participationasset at 31 December 2011 breaks down as follows:Deferred policyholders’ participation 30/06/2012 31/12/2011Deferred policyholders’ participation on available-for-sale securities and on2,139 (2,584)hedging derivatives mark-to market adjustment (1)Deferred policyholder’s participation on trading securities mark-to marketadjusted(1,768) (2,034)Other deferred policyholders’ participation (liquidity risk reserve cancellation) 33 345TOTAL (2) 404 (4,273)(1) Deferred policyholders’ participation liability on revaluation of available-for-sale securities of €1.7 billion before tax, i.e. €1.1 billionafter tax at 30 June 2012, compared to deferred participation asset on revaluation of available-for-sale securities of €2.9 billionbefore tax, i.e. €1.9 billion after tax at 31 December 2011, (see Note 5.2 "Available-for-sale financial assets").(2) The deferred participation liability, which amounted to €404 million at 30 June 2012, consisted of a deferred participation asset of-€265 million booked under assets on the balance sheet and a deferred participation liability of €669 million booked under liabilitieson the balance sheet in the technical reserves.The recoverable nature of this asset was determined by tests carried out as described in Note 1.3 of theRegistration document 2011 on insurance activities, in accordance with the CNC recommendation of 19December 2008.Page 160 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A034.3 French retail banking – Regional BanksOperations and contribution of the Regional Banks and their subsidiaries(in millions of euros) 30/06/2012 31/12/2011 30/06/2011Adjusted revenues 6,592 13,420 6,841Operating expenses (3,704) (7,377) (3,661)Gross operating income 2,888 6,043 3,180Cost of risk (549) (1,008) (828)Operating income 2,339 5,035 2,352Other income 6 5 4Income tax charge (839) (1,748) (778)Adjusted aggregate net income of Regional Banks 1,506 3,292 1,578Adjusted aggregate net income of Regional Banks’subsidiaries17 46Net aggregate income (100%) 1,523 3,338 1,627Net aggregate income contributed before restatements 391 854 411Increase in share of Regional Banks’ net income (1) 161 162 161Income from dilution/accretion on changes in share capital (7) (9) 2Other consolidation restatements and eliminations - 1 -SHARE OF NET INCOME OF EQUITY-ACCOUNTED ENTITIES 545 1,008 574(1) Including the difference between dividends actually paid by the Regional Banks to Crédit <strong>Agricole</strong> S.A. and dividendscalculated on the basis of Crédit <strong>Agricole</strong> S.A.’s percentage ownership of the Regional Banks.49Page 161 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A03Note 5 Notes to the balance sheet5.1 Financial assets and liabilities at fair value through profit or lossFinancial assets at fair value through profit or loss(in millions of euros) 30/06/2012 31/12/2011Financial assets held for trading 498,422 447,075Financial assets designated as at fair value through profit or loss upon initial 35,243 43,188recognitionCARRYING AMOUNT 533,665 490,263Of which lent securities 335 720Financial assets held for trading(in millions of euros) 30/06/2012 31/12/2011Loans and receivables to customers 257 263Securities bought under repurchase agreements 20,215 21,684Securities held for trading 85,879 75,680• Treasury bills and similar securities 39,565 31,046• Bonds and other fixed-income securities 31,884 28,510• Equities and other variable-income securities 14,430 16,124Derivative instruments 392,071 349,448CARRYING AMOUNT 498,422 447,075Securities acquired under repurchase agreements include those that the entity is authorised to use ascollateral.Financial assets designated as at fair value through profit or loss upon initial recognition(in millions of euros) 30/06/2012 31/12/2011Loans and receivables to customers 216 78Asset backing unit-linked contracts (1) 32,116 40,372Securities designated as at fair value through profit or loss upon initialrecognition2,911 2,738• Treasury bills and similar items 13 3• Bonds and other fixed-income securities 1,776 1,691• Equities and other variable-income securities 1,122 1,044CARRYING AMOUNT 35,243 43,188(1) Debt issues relating to assets held by Group insurers on behalf of policyholders included in unit-linked contracts wereeliminated at 30 June 2012 for an amount of €7 billion (see note 4.2).Page 162 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A03Financial liabilities at fair value through profit or loss(in millions of euros) 30/06/2012 31/12/2011Financial liabilities held for trading 478,371 439,680Financial liabilities at fair value through profit or loss upon initial recognition - -CARRYING AMOUNT 478,371 439,680Revaluation adjustments relating to the Group's issuer credit risk are assessed using models based on the Group'srefinancing conditions. They also take account of the residual term of the relevant liabilities. The revaluation of existingstructured issues is based on issue spreads in force at the accounts-closing date.Financial liabilities held for trading(in millions of euros) 30/06/2012 31/12/2011Securities sold short 29,262 26,259Securities sold under repurchase agreements 26,561 36,013Debt securities 31,975 31,413Derivative instruments 390,573 345,995CARRYING AMOUNT 478,371 439,6805.2 Available-for-sale financial assets(in millions of euros)Fair valueon balancesheet30/06/2012 31/12/2011Gainsrecognisedin othercomprehensiveincomeLossesrecognisedin othercomprehensiveincomeFair valueon balancesheetGainsrecognised inothercomprehensiveincomeLossesrecognisedin othercomprehensiveincomeTreasury bills and similarsecurities 50,415 710 (3,543) 58,520 551 (4,303)Bonds and other fixed-incomesecurities 161,601 6,735 (3,137) 147,555 3,359 (4,223)Equities and other variableincomesecurities 14,157 896 (1,338) 15,468 841 (2,036)Non-consolidated equityinvestments 5,510 961 (172) 5,569 905 (619)Total available-for-salesecurities 231,683 9,302 (8,190) 227,112 5,656 (11,181)Available-for-sale receivables - - - 278 - -Total available-for-salereceivables - - - 278 - -Carrying amount of availablefor-salefinancial assets (1) 231,683 9,302 (8,190) 227,390 5,656 (11,181)Income tax charge (income) (2,990) 2,732 (1,781) 3,536GAINS AND LOSSES ONAVAILABLE-FOR SALE FINANCIALASSETS RECOGNISED IN OTHERCOMPREHENSIVE INCOME(NET OF INCOME TAX) (2) 6,312 (5,458) 3 875 (7,645)(1) The carrying amount of impaired available-for-sale debt securities is €304 billion (€2,168 million at 31December 2011) and the carrying amount of impaired variable-income available-for-sale securities is€2,972 million (€2,737 million at 31 December 2011).(2) At 30 June 2012, the net unrealised loss amounted for €854 million (-€3,770 million at 31 December2011) is offset by the after-tax deferred policyholders’ participation liability of -€1,105 million for Groupinsurance companies (after-tax deferred policyholders’ participation asset of € 1,936 million at 31December 2011); the balance of -€251 million corresponds to net unrealised losses recognised in othercomprehensive income (recyclable) at 31 December 2011 (net unrealised loss of -€1,838 million at 31December 2011).Page 163 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A035.3 Loans and receivables to credit institutions and to customersLoans and receivables to credit institutions(in millions of euros) 30/06/2012 31/12/2011Credit institutionsLoans and receivables 76,985 67,727of which performing current accounts in debit 26,654 23,940of which performing overnight accounts and advances 13,516 10,873Pledged securities 271 285Securities bought under repurchase agreements 43,154 36,196Subordinated loans 409 394Securities not traded in an active market 2,465 419Other loans and receivables 108 157Total 123,392 105,178Impairment (570) (569)Net amount 122,822 104,609Crédit <strong>Agricole</strong> internal transactionsCurrent accounts 1,590 1,979Term deposits and advances 277,519 273,253Securities non traded in an active market - -Subordinated loans - -Net amount 279,109 275,232CARRYING AMOUNT 401,931 379,841Loans and receivables to customers(in millions of euros) 30/06/2012 31/12/2011Loans and receivables to customersTrade receivables 13,961 13,794Other customer loans 294,284 297,260Securities bought under repurchase agreements 60,595 53,327Subordinated loans 419 697Securities not traded in an active market 9,114 10,679Insurance receivables 1,579 1,353Reinsurance receivables 280 267Advances in associates current accounts 396 366Current accounts in debit 20,708 19,031Total 401,336 396,774Impairment (16,704) (15,895)Net amount 384,632 380,879Finance leasesProperty leasing 7,938 7,973Equipment leases, operating leases and similar transactions 10,562 11,070Total 18,500 19,043Impairment (581) (541)Net amount 17,919 18,502CARRYING AMOUNT 402,551 399,381Page 164 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A03Loans and receivables to credit institutions and to customers by customer type (excluding Crédit <strong>Agricole</strong>internal transactions)(in millions of euros)Grossoutstandingo/w grossloans andreceivablesindividuallyimpaired30/06/2012IndividualimpairmentCollectiveimpairmentCentral governments 7,332 128 84 29 7 219Central banks 26,189 - - - 26,189Credit institutions 97,203 624 571 - 96,632Institutions other than creditinstitutionsTotal84,449 2,317 1,075 889 82,485Large corporates 165,223 8,447 4,892 1,943 158,388Retail customers 162,833 14,080 7,528 845 154,460Total (1) 543,229 25,596 14,150 3,706 525,373CARRYING AMOUNT 525,373(1) Of which €2,929 million in restructured (unimpaired) performing loans.(in millions of euros)Grossoutstandingo/w grossloans andreceivablesindividuallyimpaired31/12/2011IndividualimpairmentCollectiveimpairmentCentral governments 7,112 210 83 23 7,006Central banks 23,214 - - - 23,214Credit institutions 81,964 611 569 - 81,395Institutions other than creditinstitutions 75,593 2,369 1,213 1,136 73,244Large corporates 167,620 7,491 4,446 1,662 161,512Retail customers 165,492 14,078 7,153 720 157,619Total (1) 520,995 24,759 13,464 3,541 503,990CARRYING AMOUNT 503,990(1) Of which €3,020 million in restructured (unimpaired) performing loans.TotalPage 165 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A035.4 Impairment deducted from financial assets(in millions of euros) 31/12/2011Loans and receivables to creditinstitutionsChange inscopeIncreasesReversalsand Translationutilisations adjustmentsOthermovements 30/06/2012568 - 4 (10) 8 - 570Loans and receivables to15,895 - 3,887 (3,128) 75 (25) 16,704customers (1)of which collective impairment 3,541 - 565 (405) 26 (21) 3,706Finance leases 542 - 165 (132) - 6 581Held-to-maturity financial assets (2) 57 - - (57) - - -Available-for-sale financial7,515 27 712 (5,528) 102 - 2,828assets (3)Other financial assets 125 - 12 (5) (5) - 127TOTAL IMPAIRMENTOF FINANCIAL ASSETS 24,702 27 4,780 (8,860) 180 (19) 20,810Changes in scope(2) Including €12 million relating to the entry into scope of CLAM Philadelphia, €65 million relating to the deconsolidation of Amundi AILtd and -€50 million relating to the disposal of BES Vida.Additions(1) Including €320 million on public-sector companies guaranteed by the Greek government (Hellenic Railways, Hellenic DefenseSystema and Athens Urban Transport) included in the final scope of the exchange offer, €314 million of country risk and businesssector provisions on Greece and €364 million relating to Agos assets.Reversals and utilisations(2) Including reversals mainly related to the exchange forming part of the Greek debt restructuring plan.Other movements(1) Including -€50 million relating to the adoption of IFRS 5 at BNI Madagascar, €17 million relating to the transfer of a litigationprovision to impairment of customer loans and €13 million relating to the early redemption of loans backed with swaps.(in millions of euros) 31/12/2010Change inscopeIncreasesReversalsandutilisationsTranslationadjustmentsOthermovements 31/12/2011Loans and receivables tocredit institutions 555 - 37 (40) 16 - 568Loans and receivables tocustomers (1) 13,709 71 4,977 (2,921) 51 8 15,895of which collectiveimpairment 3,250 19 461 (271) 74 8 3,541Finance leases (2) 309 - 454 (211) (1) (9) 542Held-to-maturity financialassets (3) - 745 (688) 57Available-for-sale financialassets (4) 1,656 (1) 5,625 (450) 7 678 7,515Other financial assets 133 1 97 (101) (5) - 125TOTAL IMPAIRMENTOF FINANCIAL ASSETS 16,362 71 11,935 (3,723) 68 (11) 24,702Changes in scope(1) The €71 million under “Changes in Scope” essentially includes Carispezia for €64 million and new branches with Cariparma for €7million.Depreciation charges(3) and (4) Including impairments on Greek government debt under the Greek bailout plan, which are recognised primarily in insurancebusinesses and partially offset by a reversal of provisions in insurance technical reserves recognised in liabilities.(4) The assessment of the need to record permanent impairment losses on equity securities classified as available-for-sale financialassets, beyond the impairment criteria defined in accounting policies and principles (i.e Note 1.3 of the 2011 Registration document)led to the recognition of €185 million in such losses (before applying the policyholder profit sharing mechanism specific to theinsurance business).Reversals and utilisations(4) Reversals and utilisations of provisions on available-for-sale financial assets essentially include full or partial sales of available-forsalesecurities or mutual funds.Other movements(1) Including €4 million of reclassifications to Assets at Crédit <strong>Agricole</strong> <strong>Le</strong>asing & Factoring.(2) Including mainly a transfer of €9.5 million to fixed assets at Crédit <strong>Agricole</strong> <strong>Le</strong>asing & Factoring.(3) Transfer from held-to-maturity to available-for-sale of -€688 million of sovereign debt in insurance activities.(4) Including mainly the transfer of €688 million of held-to-maturity to available-for-sale securities and -€18 million transferred betweenthe outstanding amount and the impairment of CA Vita securities portfolio.Page 166 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A035.5 Exposure to sovereign and non-sovereign risk on European country under watchGiven the economic climate confirming the difficulties that some countries in the eurozone face in controllingtheir public finances, the European solidarity policy has resulted in support for Greece, Portugal and Ireland.In the absence of any defaults and given the plans put in place, none of these securities was written down,except for Greek securities, which represent a special case described below:Exposure to sovereign risk in Greece, Ireland, Portugal, Italy, Spain, Cyprus and HungaryExposure to sovereign risk on Hungary and Cyprus are not significant on December 31st, 2011 and on June30th, 2012Banking activityFor banking activity, information is presented according to the methodology that was used to perform stresstests at the request of the EBA (European Banking Authority). The scope of sovereign exposures recordedcovers exposures to the Government.Exposure to sovereign debt corresponds to an exposure net of impairment (carrying amount) and gross andnet of hedging. At June 30th, 2012, the Group exposure on Greece corresponds only to the new Greekbonds, and excludes the EFSF bonds (European Financial Stability Facility) and zero coupon bonds.30/06/2012(in millions of euros)Held-tomaturityfinancialassetsBanking activity exposures net of impairmentIncluding banking portfolioAvailablefor-salefinancialassetsFinancialassets at fairvaluethroughprofit or lossLoans andreceivables *includingtrading book(excudingderivatives)TotalBankingactivitygross ofhedgingHedging ofavailablefor-salefinancialassets **TotalBankingactivity netof hedgingGreece - 31 - - - 31 - 31Ireland - 151 - - - 151 (5) 146Portugal - 145 - 5 4 154 (8) 146Italy - 3, 811 - 170 339 4,320 (287) 4,033Spain - 45 - - 107 152 - 152TOTAL - 4,183 - 175 450 4,808 (300) 4,50831/12/2011(in millions of euros) (1)Held-tomaturityfinancialassetsBanking activity exposures net of impairmentIncluding banking portfolioAvailablefor-salefinancialassetsFinancialassets at fairvaluethroughprofit or lossLoans andreceivables *includingtrading book(excludingderivatives)TotalBankingactivitygross ofhedgingHedging ofavailablefor-salefinancialassets **TotalBankingactivity netof hedgingGreece - 111 - - 1 112 - 112Ireland - 146 - - - 146 (6) 140Portugal - 589 - 18 8 615 (14) 601Italy - 3,567 - 192 128 3,887 (246) 3,641Spain - 48 - - - 48 - 48TOTAL - 4,461 - 210 137 4,808 (266) 4,542* Excluding deferred tax assets** No hedging on financial assets held-to-maturity and on trading assets(1) The exposure at 31 December 2011 has been restated for an inaccurately disclosed exposure to Spanish localauthorities for -€124 million and to Italy for -€10 million.Page 167 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A03Insurance companies of Crédit <strong>Agricole</strong> S.A. GroupFor insurance activity, exposure to sovereign debt is presented as a value net of impairment andcorresponds to an exposure before application of sharing mechanisms between insurer and policyholderspecific to life insurance.30/06/2012(in millions of euros)Gross exposures Insurance ActivityGreece 292Ireland 1,253Portugal 1,306Italy 4,367Spain 1,250TOTAL 8,46831/12/2011(in millions of euros)Gross exposures Insurance ActivityGreece 1,890Ireland 1,309Portugal 1,870Italy 7,078Spain 3,155TOTAL 15,302Gross exposure corresponds to the value of securities on the balance sheet.Exposure before sharing mechanism between policyholders and insurers.Accounting treatment of the exchange of Greek government bonds at 31 December 2011At 31 December 2011, Greek government debt securities were valued using an internal valuation model(<strong>Le</strong>vel 3 "Mark to model") relying on a weighting between the market price at 31 December 2011 for 30%and a valuation based on macroeconomic assumptions (debt/GDP target ratio, performance of theprivatisation programme, investment by the various creditors of the Greek government, etc.) for 70%. At 31December 2011, an average discount of 74% of all Greek government securities, regardless of theirmaturity, was recognised in the Group financial statements, or an impairment net of the policyholders’participation mechanisms specific to life insurance, of €1,326 million.Treatment at 30 June 2012 of the exchange of Greek bonds held by private bondholdersIn exchange for existing Greek-law bonds, participants received new Greek bonds, EFSF bonds and zerocouponbonds to finance the accrued coupons on the former bonds.The exchange transaction consisted of a disposal followed by an acquisition: the initial balance-sheet valueof the new bonds issued by the Greek government is their fair value on the day of the exchange. The EFSFbonds are carried at 100% of nominal value.The overall transaction resulted in a 77% capital loss on the bonds tendered to the exchange at 30 June2012. As a result, the PSI plan resulted in a €78 million charge taken to the cost of risk in the first half of2012, plus the impairment of bonds issued by companies guaranteed by the Greek government and includedin the final scope of the exchange offer, which were carried at €320 million in the first half of 2012.Since the bonds received in exchange are traded on a market deemed active, they were classified as level-1at 30 June 2012. In the absence of a credit event after the exchange date, changes in closing-date fair valueof the new available-for-sale securities are accounted in other comprehensive income.The effective interest rate on the new Greek bonds takes into account actual credit losses on the day of theexchange, reflected in the fair value of these bonds on the day of the exchange, which averaged 25%.The Group's exposure to Greece at 30 June 2012 consisted solely of the new Greek bonds, and excludedthe EFSF and zero-coupon bonds. It fell from €112 million at 31 December 2011 to €31 million at 30 June2012 in the banking activity and from €1,890 million to €292 million in the insurance activity.Page 168 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A03Sovereign debt, gross of hedging, of Banking and Insurance Activities – Maturity (excluding trading activities)BANK (Banking book)Gross exposureat 30/06/2012(in millions of euros)One yearTwoyearsThreeyearsResidual maturitiesFiveyears Ten yearsOver tenyearsGreece 31 31Ireland 3 148 151Portugal 12 135 2 1 150Italy 169 89 171 328 2,067 1,157 3,981Spain 45 45TOTAL 4,358TotalGross exposureat 31/12/2011 (1)(in millions of euro)One yearTwoyearsThreeyearsResidual maturitiesFiveyears Ten yearsOver tenyearsGreece 6 102 3 111Ireland 146 146Portugal 480 127 607Italy 192 35 87 426 1,961 1,058 3,759Spain 48 48TOTAL 4,671(1) The exposure at 31 December 2011 has been restated for an inaccurately disclosed exposure to Spanish localauthoorities for -€124 million and to Italy for -€10 million.TotalINSURANCEGross exposureAt 30/06/2012(in millions of euros)One yearTwoyearsThreeyearsResidual maturitiesFiveyears Ten yearsOver tenyearsGreece 292 292Ireland 1,028 206 1,234Portugal 4 2 4 127 1,169 1,306Italy 63 300 147 926 1575 1,356 4,367Spain 3 1 1,246 1,250TOTAL 8,449TotalGross exposureAt 31/12/2011(in millions of euros)One yearTwoyearsThreeyearsResidual maturitiesFiveyears Ten yearsOver tenyearsGreece 12 31 22 29 876 920 1,890Ireland 37 19 6 992 237 1,291Portugal 671 99 35 27 175 863 1,870Italy 123 157 428 881 4,224 1,265 7,078Spain 3 1 1,017 30 120 1,984 3,155TOTAL 15,284TotalPage 169 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A03Sovereign debt Banking Activity – Changes between 31 December 2011 and 30 June 2012Changes in grosshedging exposures(in millions of euros)GreeceIrelandPortugalItalySpainHeld-to-maturity financial assetsBalance at Change31/12/2011 (2) in fair valueRecyclingAFS reservesAccruedinterestMaturitydatesDisposals netof provisionwrite-backsAcquisitionsBalance at30/06/2012Greece 111 (28) (1) (109) 58 31Ireland 146 2 3 151Portugal 589 29 10 (483) 145Italy 3,567 230 13 (1) 2 3,811Spain 48 - (3) 45Available-for-sale financial assets (1) 4,461 233 - 25 (483) (113) 60 4,183GreeceIrelandPortugalItaly (1) 1Spain (1) 1Financial assets at fair value throught profit or loss (2) 2GreeceIrelandPortugal 18 (13) 5Italy 192 (192) 170 170SpainLoans and receivables (2) 210 (13) (192) 170 175Greece 1 (1)IrelandPortugal 8 (8) 4 4Italy 128 (94) 305 339Spain 24 83 107Book portfolio (excluding derivatives) 137 15 (94) 392 450TOTAL BANKING ACTIVITY 4,808 248 - 25 (496) (401) 624 4,808(1) Acquisitions are related to the exchange of Greek bonds within the PSI implementation of March 12th, 2012(2) The exposure at 31 December 2011 has been restated for an inaccurately disclosed exposure to Spanish local authorities for -€124 million and to Italy for -€10 million.Page 170 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A03Sovereign debt insurance Activity – Changes between 31 December 2011 and 30 June 2012Changes in gross hedgingexposures(in millions of euros)Balance at31/12/2011Change infair valueRecycling ofavailable-forsalereservesAccruedinterestMaturitydatesDisposals netof provisionwrite-backsAcquisitionsBalance at30/06/2012Greece 1,890 (232) - (123) - (1,757) 514 292Ireland 1,309 102 6 (36) - (135) 7 1,253Portugal 1,870 321 43 23 (2) (965) 16 1,306Italy 7,078 472 85 (41) (10) (3,228) 11 4,367Spain 3,155 (195) 18 (64) - (1,671) 7 1,250TOTAL INSURANCE ACTIVITY 15,302 486 152 (241) (12) (7,756) 555 8,468Page 171 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A03Exposure to non-sovereign risk on Greece, Ireland, Portugal, Italy, Spain, Cyprus, HungaryCrédit <strong>Agricole</strong> S.A. Group’ exposure to the non-sovereign risk on European countries under watch is detailed below. Itrelates to portfolios of debt instruments and loans and receivables granted to customers and credit institutions. Tradingexposures and off-balance sheet commitments are excluded from this analysis. The breakdown by country is performedby country of counterparty risk.BANKING ACTIVITIES (Credit risk)(in millions of euros)Grossoutstandingo/w impairedgrossoutstanding30/06/2012 31/12/2011Individual andcollectiveimpairmentImpairmentrate on grossoutstandingNetoutstandingNetoutstandingGreece (including Cyprus) 26,313 8,629 4,959 (1) 18.85% 21,354 23,843 (1)Banks 575 - 78 13.57% 497 1,654Customer loans 12,077 5,809 3,050 25.25% 9,027 10,072Corporates and large corporatesexcl. paragovernmental 12,973 2,815 1,715 13.22% 11,258 11,284Corporates and large corporatesparagovernmental 601 - 111 18.47% 490 747Local authorities 87 5 5 5.75% 82 86Ireland 3,555 42 40 1.13% 3,515 3,419Banks 25 - - 0.00% 25 2Customer loans 6 2 2 33.33% 4 3Corporates and large corporatesexcl. paragovernmental 3,524 40 38 1.08% 3,486 3,414Corporates and large corporatesparagovernmental - - - - -Local authorities - - - - -Italy 71,940 6,054 3,665 5.09% 68,275 69,228Banks 2,134 - 2 0.09% 2,132 2,120Customer loans 43,040 4,942 3,121 7.25% 39,919 41,055Corporates and large corporatesexcl. paragovernmental 25,524 906 459 1.80% 25,065 24,836Corporates and large corporatesparagovernmental 512 14 9 1.76% 503 430Local authorities 730 192 74 10.14% 656 787Spain 8,021 347 364 4.54% 7,657 8,351Banks 331 - - 0.00% 331 411Customer loans 588 34 28 4.76% 560 564Corporates and large corporatesexcl. paragovernmental l 6,351 275 327 5.15% 6,024 6,528Corporates and large corporatesparagovernmental 321 - - 0.00% 321 310Local authorities 430 38 9 2.09% 421 538Portugal 1,806 155 122 6.76% 1,684 1,802Banks 123 - - 0.00% 123 150Customer loans 1,369 138 95 6.94% 1,274 1,372Corporates and large corporatesexcl. paragovernmental 314 17 27 8.60% 287 280Corporates and large corporatesparagovernmental - - - - -Local authorities - - - - -Hungary 831 - 1 0.12% 830 808Banks 128 - - 0.00% 128 102Customer loans 2 - - 0.00% 2 1Corporates and large corporatesexcl. paragovernmental 675 - 1 0.15% 674 652Corporates and large corporatesparagovernmental 26 - - 0.00% 26 26Local authorities - - - - 27TOTAL 112,466 15,227 9,151 8.14% 103,315 107,450(1) Of which €326 million and €12 million as regards the country risk and business sector provision on June 30th, 2012and on December 31st, 2011 respectively.Page 172 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A03BANKING ACTIVITIES (Debt instruments)The disclosed amounts include the carrying amount in the balance sheet of debt instruments classified inavailable-for-sale financial assets and in held-to-maturity financial assets.(in millions of euros)Exposure onbonds, net ofdepreciation30/06/2012 31/12/2011Exposure onother debtinstruments netof depreciationNet exposureon debtinstrumentsNet exposureon debtinstrumentsGreece (including Cyprus) 241 - 241 872Corporates and large corporatesexcl. paragovernmentalCorporates and large corporatesparagovernmentalBanks 66 - 66 643Customer loans - - - -175 - 175 229- - - -Local authorities - - - -Ireland 32 87 119 367Corporates and large corporatesexcl. paragovernmentalCorporates and large corporatesparagovernmentalBanks 1 - 1 77Customer loans - - - -- 87 87 259- - - -Local authorities 31 - 31 31Italy 1,695 209 1,904 2,589Corporates and large corporatesexcl. paragovernmentalCorporates and large corporatesparagovernmentalBanks 1,576 49 1,625 2,201Customer loans - - - -119 160 279 388- - - -Local authorities - - - -Spain 1,173 12 1,185 2,740Corporates and large corporatesexcl. paragovernmentalCorporates and large corporatesparagovernmentalBanks 1,173 - 1,173 2,666Customer loans - - - -- 12 12 74- - - -Local authorities - - - -Portugal 170 69 239 420Corporates and large corporatesexcl. paragovernmentalCorporates and large corporatesparagovernmentalBanks 170 1 171 354Customer loans - - - -- - - -- 68 68 66Local authorities - - - -Hungary - 108 108 222Corporates and large corporatesexcl. paragovernmentalCorporates and large corporatesparagovernmentalBanks - 108 108 221Customer loans - - - -- - - -- - - 1Local authorities - - - -TOTAL 3,311 485 3,796 7,210Page 173 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A03INSURANCE ACTIVITIES (Debt instruments)The disclosed amounts include the carrying amount in the balance sheet of debt instruments classified inavailable-for-sale financial assets and in held-to-maturity financial assets.(in millions of euros)Exposure onbonds, net ofdepreciation30/06/2012 31/12/2011Exposure onother debtinstruments netof depreciationNet exposureon debtinstrumentsNet exposureon debtinstrumentsGreece (including Cyprus) - - - -Banks - - - -Customer loans - - - -Corporates and large corporatesexcl. paragovernmental - - - -Corporates and large corporatesparagovernmental - - - -Local authorities - - - -Ireland 314 - 314 337Banks 305 - 305 333Customer loans - - - -Corporates and large corporatesexcl. paragovernmental 9 - 9 4Corporates and large corporatesparagovernmental - - - -Local authorities - - - -Italy 3,840 - 3,840 3,819Banks 1,847 - 1,847 1,908Customer loans - - - -Corporates and large corporatesexcl. paragovernmental 1,771 - 1,771 1,643Corporates and large corporatesparagovernmental 222 - 222 268Local authorities - - - -Spain 3,799 - 3,799 3,956Banks 1,712 - 1,712 1,932Customer loans - - - -Corporates and large corporatesexcl. paragovernmental 1,510 - 1,510 1,411Corporates and large corporatesparagovernmental 380 - 380 402Local authorities 197 - 197 211Portugal 481 - 481 421Banks 415 - 415 366Customer loans - - - -Corporates and large corporatesexcl. paragovernmental 66 - 66 55Corporates and large corporatesparagovernmental - - - -Local authorities - - - -Hungary - - - 1Banks - - - -Customer loans - - - -Corporates and large corporatesexcl. paragovernmental - - - -Corporates and large corporatesparagovernmental - - - 1Local authorities - - - -TOTAL 8,434 - 8,434 8,534Page 174 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A035.6 Due to credit institutions and to customersDue to credit institutions(in millions of euros) 30/06/2012 31/12/2011Credit institutionsAccounts and overdrafts: 97,956 92,204of which current accounts in credit 13,753 12,294of which daylight overdrafts and accounts 8,805 3,314Pledged securities 196 12,195Securities sold under repurchase agreements 41,139 23,298TOTAL 139,291 127,697Crédit <strong>Agricole</strong> internal transactionsCurrent accounts in credit 1,867 3,098Term deposits and advances 56,389 41,870TOTAL 58,256 44,968CARRYING AMOUNT 197,547 172,665Due to customers(in millions of euros) 30/06/2012 31/12/2011Current accounts in credit 124,969 121,610Special savings accounts 222,442 221,644Other amounts due to customers 101,566 108,035Securities sold under repurchase agreements 75,677 72,018Direct insurance liabilities 1,109 1,428Reinsurance liabilities 456 414Cash deposits received from cedants and retrocessionaires againsttechnical insurance commitments513 486CARRYING AMOUNT 526,732 525,636Page 175 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A035.7 Debt securities and subordinated debt(in millions of euros)Debt securities30/06/2012 31/12/2011Interest bearing notes 246 298<strong>Mo</strong>ney-market instruments 20,532 6,006Negotiable debt securities 42,969 59,961Bonds (1) 76,156 78,193Other debt securities 4,001 3,862CARRYING AMOUNT 143,904 148,320Subordinated debtFixed-term subordinated debt (2) 20,017 21,304Perpetual subordinated debt (3) 10,199 12,170Mutual security deposits 132 128Participating securities and loans 149 180CARRYING AMOUNT 30,497 33,782(1) Includes issues of covered bonds.(2) Includes issues of redeemable subordinated notes “TSR”.(3) Includes issues of deeply subordinated notes “TSS”, perpetual subordinated notes “TSDI”, hybrid capital instruments“T3CJ” and shareholder advances agreed by SAS Rue La Boétie.At 30 June 2012, deeply subordinated notes amounted €5,686 million compared to €7,243 million at 31December 2011. The fall in outstandings for €1,557 million corresponds to the repurchase by the Group of apart of its subordinated debts.The amount of the shareholders’ advance granted by SAS Rue La Boétie totals €958 million at June 30th,2012, unchanged compared to December 31st, 2011 and the amount of "T3CJ" notes outstanding totals€470 million at June 30th, 2012, unchanged compared to December 31st, 2011.Debt securities issued by Crédit <strong>Agricole</strong> S.A. and underwritten by the insurance companies of Crédit<strong>Agricole</strong> S.A. Group are eliminated for euro-contracts. They were eliminated for the first time in the first halfof 2012 for the part of the unit-linked contracts, of which the financial risk is supported by the policyholders.The henceforth significant amount was eliminated from the debts securities for a €6,867 million at June 30th,2012.Page 176 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A035.8 Investment propertyDecreasesChange(disposals(in millions ofin Increases and Translation Other Balance ateuros) 31/12/2011 scope (2) (acquisitions) redemptions) adjustments movements (3) 30/06/2012InvestmentpropertyGross amount 2,839 (75) 224 (326) - 616 3,278Amortisationand impairment (157) 17 (14) 140 - (123) (137)CARRYINGAMOUNT (1) 2,682 (58) 210 (186) - 493 3,141(1) Including investment property let to third parties.(2) The change in scope results from the exit of BES Vida in the second quarter of 2012 for -€58 million.(3) Among which €460 million corresponding to the transfer of the securities and the current accountsnets of accrued interests of OPCI Commerce, Office and House, from "available-for-sale securiies"because of their consolidation on the first half of 2012(in millions ofeuros) 31/12/2010InvestmentpropertyChangeinscopeDecreases(disposalsIncreases and Translation Other Balance at(acquisitions) redemptions) adjustments movements (2) 31/12/2011Gross amount 2,797 4 203 (239) - 74 2,839Amortisationand impairment (146) (1) (15) 19 - (14) (157)CARRYINGAMOUNT (1) 2,651 3 188 (220) - 60 2,682(1) Including investment property let to third parties.(2) At Predica, current account reclassification of SCI Imefa 128 regarding the Procession building fromOperating building to Investment property for €38 million.Investment properties are valued by expert appraisers.The market value of investment properties recognised at amortised cost, as valued by expert appraisers,was €5,395 million at 30 June 2012 compared to €4,719 million at 31 December 2011.Page 177 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A035.9 Property, plant & equipment and intangible assets (excluding goodwill)(in millions ofeuros) 31/12/2011Changesinscope (2)Property, plant & equipment used inoperationsIncreases(acquisitions,businesscombinations)Decreases(disposalsand Translationredemptions) adjustmentOther Balance atmovements (3) 30/06/2012Gross amount 9,592 (17) 335 (464) 26 102 9 574Amortisation andimpairment (1) (4,422) 8 (312) 290 (16) (48) (4,500)NET CARRYINGAMOUNT 5,170 (9) 23 (174) 10 54 5,074Intangible assetsGross amount 4,670 (98) 218 (50) 10 (15) 4,735Amortisation andimpairment (2,802) 40 (207) 21 (8) 1 (2,955)NET CARRYINGAMOUNT 1,868 (58) 11 (29) 2 (14) 1,780(1) Including depreciation on fixed assets let to third parties.(2) The change in scope is related to the exit of BES Vida in the second quarter of 2012 for -€10 million euroson net property, plant & equipment and for 58 million euros on net intangible assets.(3) Inclusion of temporarily vacant property net of impairment corresponding to expired or terminated financelease contracts for €68 million.(in millions ofeuros) 31/12/2010Changesinscope (2)Property, plant & equipment used inoperationsIncreases(acquisitions,businesscombinations)Decreases(disposalsand Translationredemptions) adjustmentOther Balance atmovements (3) 31/12/2011Gross amount 9,342 108 935 (1,086) - 293 9,592Amortisation andimpairment (1) (4,140) (63) (661) 617 (1) (174) (4,422)NET CARRYINGAMOUNT 5,202 45 274 (469) (1) 119 5,170Intangible assetsGross amount 4,060 137 420 - 3 50 4,670Amortisation andimpairment (2,317) 1 (395) (39) (2) (50) (2,802)NET CARRYINGAMOUNT 1,743 138 25 (39) 1 - 1,8681) Including depreciation on fixed assets let to third parties.(2) At Cariparma, FriulAdria and Carispezia, allocation of goodwill as an intangible asset for a total amount of€133 million. Intangible assets arising from mark-to-market adjustments to assets and liabilities acquiredare amortised over the same period and according to the same method used to amortise other intangibleassets of the same class.At Carispezia, inclusion of property, plant & equipment for a gross value of €108 million and relatedamortisations for -€63 million.(3) Inclusion of temporarily vacant property corresponding to expired or terminated finance lease contracts for€146 million.At Predica, current account reclassification of SCI Imefa 128 regarding the Procession building fromOperating building to Investment property for -€38 million.At Amundi, de-netting of €53 million of amortisation on intangible assets previously recognised at net value.Page 178 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A035.10 Provisions(in millions d’euros) 31/12/2011Home purchase savingsplansFinancing commitmentexecution risksChange inscope IncreasesReversals,amountsused380 - - -219Reversals,amounts Translationnot used adjustment(82)Othermovements 30/06/2012- - 298- 53 (1) (34) (4) -Operational risk (1) 73 - 9 (2) (5) - (3) 72Employee retirementand similar benefits (2) 1,861 - 117 (157) (99) 2 175Litigation (3) 1,208 (17) 55 (9) (30) 8 (22) 1,193Equity investments 25 - 2 (1) - - 1 27Restructuring (4) 80 - 11 (8) (9) - (10) 64Other risks 952 (3) 122 (53) (126) 3 3 898TOTAL 4,798 (20) 369 (231) (385) 9 144 4,684(1) The main contributors are LCL and Specialised financial services (lease finance, factoring and investor services).(2) Employee retirement and similar benefits” includes:- post-employment benefits under defined-benefit plans, amoung which €183 million in “other movements” on actuarialgains and losses linked, on June 30th, 201,2 to the significant decrease of reference rates used for the assessment of thecommitments relative to long-term benefit regimes;- provisions related to the adjustment plan of Crédit <strong>Agricole</strong> CIB for €215 million and to the voluntary departure plan inCariparma for €54 million.(3) Litigation” includes:- in "change in scope" for €17 million mainly the impact linked to the sale of BES Vida- in “other movements" the transfer of a litigation provision to an impairment on customer loans for -€17 million andthetransfer of a litigationprovision to a provision for other risks for -€6 million euros.(4) The provision for restructuring includes in particular €54 million to Crédit <strong>Agricole</strong> Consumer Finance within the frameworkof the adjustment plan, €5 million at LCL and €3 million at CACEIS Deutschland.2331,899((in millions of euros) 31/12/2010Change inscope (4) IncreasesReversals,amountsusedReversals,amounts Translationnot used adjustmentOthermovements (5) 31/12/2011Home purchase savingsplans 468 - 10 - (98) - - 380Financing commitmentexecution risks 264 - 167 (10) (197) (5) - 219Operational risk (1) 83 3 14 (7) (21) - 1 73Employee retirementand similar benefits (2) 1,775 33 401 (239) (179) 1 69 1,861Litigation 990 3 318 (54) (101) 4 48 1,208Equity investments 20 - 5 - - - - 25Restructuring (3) 18 - 79 (15) (2) - - 80Other risks 874 11 432 (149) (175) 4 (45) 952TOTAL 4,492 50 1,426 (474) (773) 4 73 4,798(1) The main contributors are LCL and Specialised financial services (lease finance, factoring and investor services).(2) “Employee retirement and similar benefits” includes post-employment benefits under defined-benefit plans as well asprovisions for obligations to employees arising from the LCL competitiveness plan and the adjustment plan at Crédit<strong>Agricole</strong> CIB for €286 million.(3) The provision for restructuring includes €57 million for CA Consumer Finance for the adjustment plan and €10 million forBFT.(4) Changes in scope<strong>Mo</strong>vements in the change of scope for the most part involve the inclusion of Carispezia for €32 million and the branchcontributions at Cariparma for €16 million.(5) Other movements:• Employee retirement and similar benefits: €69 million are primarily related to the actuarial gains on the defined benefitplans;• Litigation and other risks: including €48 million corresponding primarily to transfers of other risks to various litigation.Page 179 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A03Home purchase saving plan provisionDeposits collected under home purchase savings accounts and plans during the savings phase(in millions of euros) 30/06/2012 31/12/2011Home purchase savings plansUnder four years old 5,078 2,542Between four and ten years old 25,904 48,594Over ten years old 38,590 19,120Total home purchase savings plans 69,571 70,256Total home purchase savings accounts 13,729 13,810TOTAL DEPOSITS COLLECTED UNDER HOME PURCHASE SAVINGSCONTRACTS83,300 84,066Age is determined in accordance with CRC Regulation 2007-01 of 14 December 2007.Customer deposits outstanding are based on carrying amount at the end of May 2012 for the financial statements at 30June 2012 and at the end of November 2011 for the financial statements at 31 December 2011 and do not includegovernment subsidy.Outstanding loans granted to holders of home purchase savings accounts and plans(in millions of euros) 30/06/2012 31/12/2011Home purchase savings plans 57 66Home purchase savings accounts 265 277TOTAL OUTSTANDING LOANS GRANTED UNDER HOME PURCHASE321 343SAVINGS CONTRACTSProvision for home purchase savings accounts and plans(in millions of euros) 30/06/2012 31/12/2011Home purchase savings plansUnder 4 years old - -Between 4 and 10 years old - 48Over 10 years old 277 300Total home purchase savings plans 277 348Total home purchase savings accounts 21 32TOTAL PROVISION FOR HOME PURCHASE SAVINGS CONTRACTS 298 380Age is determined in accordance with CRC Regulation 2007-01 of 14 December 2007.The reversal of the home purchase savings provision at 30 June 2012 is the result of an update to thecalculation model.The main changes in the model concern the revision of run-off distributions relating to home purchasesavings plans and accounts, along with the inclusion of a liquidity component in order to reflect currentmarket conditions.(in millions of euros)31/12/2011 Increase ReversalsOthermovements 30/06/2012Home purchase savings plans 348 - (71) - 277Home purchase savings accounts 32 - (11) - 21TOTAL PROVISION FOR HOME PURCHASESAVINGS CONTRACTS380 - (82) - 298In Crédit <strong>Agricole</strong> Group’s internal financial organisation, 100% of deposits in home purchase savings plansand accounts collected by the Regional Banks are included in Crédit <strong>Agricole</strong> S.A.’s liabilities and thesavings deposits shown in the tables above therefore take all of these amounts into account. Conversely,Crédit <strong>Agricole</strong> S.A. assumes risk only on a portion of these outstandings (28.7% at 30 June 2012 and29.1% at 31 December 2011). The balance is carried by the Regional Banks: only the amount representingthe actual exposure is provisioned in Crédit <strong>Agricole</strong> S.A.’s financial statements. Consequently, the ratiobetween the provision booked and the outstanding amounts shown on Crédit <strong>Agricole</strong> S.A. Group’s balancesheet is not representative of the level of provisioning for home purchase savings risk.Page 180 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A035.11 EquityOwnership structureAt 30 June 2012, to the knowledge of Crédit <strong>Agricole</strong> S.A., the distribution of capital and voting rights is asfollowsShareholdersNumber ofsharesat 31/12/2011% of theshare capital% ofvoting rightsSAS Rue La Boétie 1,405,263,364 56.26% 56.48%Treasury shares 9,782,319 0.39%Employees (ESOP) 125,884,016 5.04% 5.06%Public 957,090,838 38.31% 38.46%TOTAL 2,498,020,537 100.00% 100.00%SAS Rue La Boétie is wholly-owned by the Crédit <strong>Agricole</strong> Regional Banks. Due to the capital structure ofthe Group and the resulting break in the of chain of control, the participation of the Regional Banks in SASRue La Boétie is maintained in the consolidated financial statements of Crédit <strong>Agricole</strong> S.A. for its equityshare.The treasury shares are held as part of Crédit <strong>Agricole</strong> S.A.’s share buyback programme designed to coverstock options and as part of a share liquidity agreement.The par value of the shares is 3 euros. All the shares are fully paid up.To the Company’s knowledge, no other shareholder owns 5% or more of the share capital or voting rights,either directly or indirectly or with others.Preferred sharesIssuerDate of issueIssueamount(in millions ofdollars)Issueamount(in millions ofeuros)30/06/2012(in millions ofeuros)31/12/2011(in millions ofeuros)CA Preferred Funding LLC January 2003 1,500 1,191 1,159CA Preferred Funding LLC July 2003 550 437 425CA Preferred Funding LLC December 2003 550 550 550Crédit Lyonnais Preferred capital 1 LLC (1) April 2002 750 750TOTAL 2,050 1,300 2,178 2,884(1) Dissolution of this company in the course of May, 2012..Page 181 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A03Earnings per share30/06/2012 31/12/2011Net income Group share for the period (in millions of euros) 363 (1 470)Weighted average number of ordinary shares in circulation during the period 2,475,587,234 2,434,681,792Adjustment ratioWeighted average number of ordinary shares for calculation of diluted earningsper shareBASIC EARNINGS PER SHARE (in euros) 0.146 (0.604)BASIC EARNINGS PER SHARE FROM ONGOING ACTIVITIES (in euros) 0.146 (0.610)BASIC EARNINGS PER SHARE FROM DISCONTINUING OPERATIONS (in euros) - 0.006DILUTED EARNINGS PER SHARE (in euros) 0.146 (0.604)DILUTED EARNINGS PER SHARE FROM ONGOING ACTIVITIES (in euros) 0.146 (0.610)DILUTED EARNINGS PER SHARE FROM DISCONTINUING OPERATIONS (in euros) - 0.006Taking into consideration the change in the average price of Crédit <strong>Agricole</strong> S.A. share in the first half of2012, all Crédit <strong>Agricole</strong> S.A. stock option plans are anti-dilutive.Without any dilutive issue by Crédit <strong>Agricole</strong> S.A., the basic earnings per share are identical to the dilutedearnings per share.DividendsFor 2011, the Board of Directors of Crédit <strong>Agricole</strong> S.A. decided not to propose at the Annual GeneralMeeting of 22 May 2012 the payment of any dividends.(in euros) 2011 2010 2009 2008 2007 2006Net dividend per share - 0.45 0.45 0.45 1.20 1.15Gross dividend - 0.45 0.45 0.45 1.20 1.15Page 182 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A03Note 6 Financing and guarantee commitments and other guaranteesCommitments given and received(in millions of euros) 30/06/2012 31/12/2011Commitments givenFinancing commitments 198,250 191,245• Commitments given to credit institutions 52,763 42,349• Commitments given to customers 145,487 148,896• Confirmed credit lines 129,877 130,960• Documentary credits 9,696 11,818• Other confirmed credit lines 120,181 119,142• Other commitments given to customers 15,610 17,936Guarantee commitments 97,943 98,902• Credit institutions 13,323 12,181• Confirmed documentary credit lines 2,911 3,025• Other 10,412 9,156• Customers 84,620 86,721• Property guarantees 2,052 2,904• Other customer guarantees (1) 82,568 83,817Commitments receivedFinancing commitments 75,468 62,430• Commitments received from credit institutions (2) 70,531 59,343• Commitments received from customers 4,937 3,087Guarantee commitments 278,581 272,351• Commitments received from credit institutions 64,370 61,402• Commitments received from customers 214,211 210,949• Guarantees received from government bodies or similar 21,290 22,378• Other customer guarantees 192,921 188,571(1) The financial guarantees disclosed separately on December 31st, 2011 for €7,204 million werereclassified to "Other customer guarantees". On June 30th, 2012, the impact of this reclassifying is€7,690 million.(2) This item includes €14.7 billion for “Switch guarantee” commitmentsAssets pledged as collateral for liabilites(in millionsof euros) 30/06/2012 31/12/2011Securities lent 8,818 4,945Security deposits on market transactions 31,126 26,016Securities sold under repurchase agreements 143,573 143,525TOTAL 183,517 174,486Page 183 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A03Guarantees held and assets received as collateralGuarantees held and assets received as collateral by Crédit <strong>Agricole</strong> S.A. Group which it is allowed to sell orto use as collateral amount to €302.4 billion at 30 June 2012, mostly within:Crédit <strong>Agricole</strong> S.A. (€136 billion) The majority of these are receivables pledged ascollateral by the Regional Banks to Crédit <strong>Agricole</strong> S.A., as Crédit <strong>Agricole</strong> S.A. acts as thecentralising body for the external refinancing organisations.Crédit <strong>Agricole</strong> CIB (€115.3 billion). The majority of these guarantees consist of mortgageliens, collateral or guarantees received, regardless of the quality of the assets guaranteed.They are mainly related to repurchase agreements and securities pledged to guaranteebrokerage transactions ;With the exception of securities received under repurchase agreements (€123.8 billion at 30 June 2011,compared with €111.2 billion at 31 December 2011) and securities received as guarantees or collateral(€176.8 billion at 31 December 2011, compared with €141.5 billion at 31 December 2011), the guaranteesheld by Crédit <strong>Agricole</strong> S.A. which it is allowed to sell or to use as collateral are not material. Their use ismarginal to the Group and therefore is not the subject of a systematic policy.Crédit <strong>Agricole</strong> S.A. Group policy is to sell seized collateral as soon as possible. Crédit <strong>Agricole</strong> CIB andCrédit <strong>Agricole</strong> S.A. had no such assets at 30 June 2012.Receivables received and pledged as collateralCrédit <strong>Agricole</strong> Group participates in the refinancing facilities provided by Société de financement del’économie française (SFEF). Under the terms of this transaction, the Regional Banks and certain Groupsubsidiaries pledge receivables as collateral to Crédit <strong>Agricole</strong> S.A., which in turn pledges them to SFEF toguarantee the loans granted by SFEF to the Group. Within Crédit <strong>Agricole</strong> S.A. Group, the collateral pledgedby the Regional Banks and the collateral received by Crédit <strong>Agricole</strong> S.A. do not cancel each other outentirely, because the Regional Banks are equity-accounted.On June 30th, 2012, within the framework of refinancing facilities provided by Société de financement del’économie française (SFEF) in 2009, €13.8 billion of receivables remain pledged as collateral by the Crédit<strong>Agricole</strong> S.A. Group (compared to €25 billions on December 31st, 2011) corresponding to a loan outstandinggranted by the SFEF of €8.9 billion. The Regional Banks and their subsidiaries retain all risks and rewardsassociated with these receivables.Crédit <strong>Agricole</strong> S.A. Group pledged €99.7 billion in receivables at 30 June 2012 for refinancing transactionsto the Banque de France via Crédit <strong>Agricole</strong> S.A., compared to €61.1 billion at 31 December 2012. Finally,€23 billion in receivables was directly pledged to Banque de France by subsidiaries at 31 December 2011.Crédit <strong>Agricole</strong> S.A. Group pledged €21.1 billion in receivables at 30 June 2012 for refinancing transactionsto the Caisse de Refinancement de l’Habitat via Crédit <strong>Agricole</strong> S.A., compared to €18.1 billion at31 December 2011. Finally, €8.3 billion in receivables was directly pledged to Caisse de Refinancement del’Habitat by LCL at 30 June 2012.Finally, concerning secured issues on June 30th, 2012, €42 billion euros of receivables fom Regional Banksand LCL were also brought in guarantee to Crédit <strong>Agricole</strong> Home Loan SFH, financial company fullycontrolled by Crédit <strong>Agricole</strong> S.A.Page 184 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A03Note 7 Reclassification of financial instrumentsDuring the first half of 2012 the Group did not realize reclassifications such as allow by conditions set out bythe amendment to IAS39. The information on the previous reclassifications is given below.The table below resumes their value at the reclassification date as well as the value on June 30th, 2012 ofassets reclassified in prior periods and which remain in the asset side of the Group’s balance sheet at thiscurrent date.(in million of euros)Total reclassifiedassetsCarryingamount30/06/2012Estimatedmarketvalue at Reclassification30/06/2012valueAssets reclassified duringthe first half of 2012Carryingamount30/06/2012Estimatedmarketvalue30/06/2012Carryingamount30/06/2012Assets reclassifiedbefore 2012Estimatedmarketvalue30/06/2012Carryingamount31/12/2011Estimatedmarketvalue31/12/2011Financial assets at fair valuethrough profit or lossreclassified as loans andreceivables 5,263 4,731 5,263 4,731 5,902 5,322Available-for-sale financialassets reclassifiedas loans and receivablesTOTAL RECLASSIFIEDASSETS 5,263 4,731 5,263 4,731 5,902 5,322Contribution of reclassified assets to net income since the reclassification dateThe contribution of the reclassified assets since the date of reclassification to net income for the yearincludes all gains, losses, income and expenses recognised in profit or loss or in other comprehensiveincome(in million ofeuros)Assets reclassified duringthe first half of 2012Impact at30/06/2012If assetshad beenretained inActual their formerincome and categoryexpenses (change inrecognised fair value)Impact on pre-tax income since reclassification dateAggergate impactat 31/12/2011If assetshad beenretained inActual their formerincome and categoryexpenses (change inrecognised fair value)Assets reclassified beforethe first half of 2012Impact for thefirst half of 2012If assetshad beenretained inActual their formerincome and categoryexpenses (change inrecognised fair value)Aggregate impactat 30/06/2012If assetshad beenretained inActual their formerincome and categoryexpenses (change inrecognised fair value)Financial assets at fairvalue through profit orloss reclassified asloans and receivables (36) (675) 220 269 184 (406)Available-for-salefinancial assetsreclassifiedas loans andreceivablesTOTALRECLASSIFIEDASSETS (36) (675) 220 269 184 (406)Page 185 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A03Note 8 Fair value of financial instrumentsThe fair value of a financial instrument is the amount for which an asset could be exchanged, or a liabilitysettled, between knowledgeable, willing parties in an arm’s length transaction.The fair values shown below are estimates made on the reporting date. They are subject to change insubsequent periods due to developments in market conditions or other factors.The calculations represent best estimates. They are based on a number of valuation models andassumptions.To the extent that these models contain uncertainties, the fair values shown may not be achieved uponactual sale or immediate settlement of the financial instruments concerned.In practice, and in line with the going-concern principle, not all these financial instruments would necessarilybe settled immediately at the values estimated below.8.1 Fair value of financial assets and liabilities measured at amortised cost(in millionsof euros)Assets30/06/2012 31/12/2011CarryingamountEstimatedmarket valueCarryingamountEstimatedmarket valueLoans and receivables to credit institutions 401,931 408,243 379,841 385,241Loans and receivables to customers 402,551 413,536 399,381 404,354Held-to-maturity financial assets 15,188 17,358 15,343 16,908LiabilitiesDue to credit institutions 197,547 199,934 172,665 172,580Due to customers 526,732 527,046 525,636 525,750Debt securities 143,904 147,998 148,320 152,740Subordinated debt 30,497 30,568 33,782 29,961For financial instruments that are traded in an active market (i.e. prices are quoted and disseminated), thebest estimate of fair value is their market price.In the absence of a market and of reliable data, fair value is determined using an appropriate method that isconsistent with the valuation methods used in financial markets: market value of a comparable instrument,discounted future cash flows, or valuation models.Where it is necessary to assess market value, the discounted cash flow method is the most commonly used.In addition, it should be noted that Crédit <strong>Agricole</strong> S.A. Group took into account the experts’ report publishedby the IASB on 31 October 2008 on the valuation of certain financial instruments at fair value listed onmarkets that are no longer active.In some cases, market values are close to carrying amounts. This applies primarily to:• assets or liabilities at variable rates for which interest rates changes do not have a significant influence onthe fair value, since the rates on these instruments frequently correct themselves to the market rates;• short-term assets or liabilities where the redemption value is considered to be close to the market value;• regulated instruments (e.g. regulated savings accounts) where prices are fixed by the government;• demand liabilities;• transactions for which there are no reliable observable data.Page 186 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A038.2 Information about financial instruments measured at fair valueFinancial instruments measured at fair value broken down into the fair value hierarchyFinancial assets measured at fair valueAmounts presented below include accrued interests and are net of impairment.(in millions ofeuros)Total30/06/2012Quoted pricesin activemarkets foridenticalinstruments:<strong>Le</strong>vel 1Valuationbased onobservabledata:<strong>Le</strong>vel 2Valuationbased onunobservabledata:<strong>Le</strong>vel 3Total31/12/2011Quoted pricesin activemarkets foridenticalinstruments:<strong>Le</strong>vel 1Valuationbased onobservabledata:<strong>Le</strong>vel 2Valuationbased onunobservabledata:<strong>Le</strong>vel 3Financial assets held for trading 498,422 75,219 415,252 7,951 447,075 66,016 370,565 10,494Loans and receivables to customers 257 - 257 - 263 - 263 -Securities bought under repurchase agreements 20,215 - 20,215 - 21,684 - 21,684 -Securities held for trading 85,879 71,570 12,152 2,157 75,681 60,573 12,104 3,004Treasury bills and similar securities (1) 39,565 39,534 31 - 31,046 31,032 14Bonds and other fixed-income securities 31,884 23,872 7,988 24 28,511 19,550 7,996 965Equities and other variable-income securities 14,430 8,164 4,133 2,133 16,124 9,991 4,094 2,039Derivative instruments 392,071 3,649 382,628 5,794 349,447 5,443 336,514 7,490Financial assets designated at fair value throughprofit or loss upon initial recognition 35,243 21,481 12,463 1,299 43 ,188 29,149 12,584 1,455Loans and receivables to customers 216 - - 2,6 78 78Asset backing unit-linked contracts 32,116 21,139 10,915 62 40,372 28,744 11,178 450Securities designated as at fair value through profit orloss upon initial recognition 2,911 342 1,548 1,021 2,738 405 1,406 927Treasury bills and similar securities 13 - 13 - 3 3 - -Bonds and other fixed-income securities 1,776 318 1,458 - 1,690 378 1,311 1Equities and other variable-income securities 1,122 24 77 1,021 1,045 24 95 926Available-for-sale financial assets 231,683 191,944 38,146 1,593 227,390 179,355 44,524 3,511Treasury bills and similar securities 50,415 49,175 1,240 - 58,519 55,609 951 1,959Bonds and other fixed-income securities 161,602 129,275 32,052 275 147,559 110,387 36,879 293Equities and other variable-income securities 19,666 13,494 4,854 1,318 21,034 13,359 6,416 1,259Available-for-sale receivables - - - - 278 - 278Hedging derivative instruments 34,693 2,710 31,983 - 33,560 2,415 31,137 8TOTAL FINANCIAL ASSETS MEASURED AT FAIRVALUE 800,041 291,354 497,844 10,843 751,213 276,935 458,810 15,468Page 187 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A03Financial liabilities measured at fair valueAmounts presented below include accrued interest.(in millions of euros)Total30/06/2012Quotedprices inactivemarkets foridenticalinstruments:<strong>Le</strong>vel 1Valuationbased onobservabledata:<strong>Le</strong>vel 2Valuationbased onunobservabledata:<strong>Le</strong>vel 3Total31/12/2011Quotedprices inactivemarkets foridenticalinstruments:<strong>Le</strong>vel 1Valuation Valuationbased on based onobservable unobservabledata: data:<strong>Le</strong>vel 2 <strong>Le</strong>vel 3Financial liabilities held for trading 478,371 33,283 439,840 5,248 439,680 30,974 406,074 2,632Securities sold short 29,262 27,206 2,056 - 26,259 24,724 1,535 -Securities sold under repurchase agreements 26,561 - 26,561 - 36,013 - 36,013 -Debt securities 31,975 - 31,975 - 31,413 - 31,413 -Derivative instruments 390,573 6,077 379,248 5,248 345,995 6,250 337,113 2,632Financial liabilities designated asat fair value upon initial recognition - - - - - - - -Hedging derivative instruments 36,285 810 35,475 - 34,605 746 33,859 -TOTAL FINANCIAL LIABILITIES MEASURED AT FAIRVALUE 514,656 34,093 475,315 5,248 474,285 31,720 439,933 2,632Market data used for valuation models are regarded as observable if the Market Risks department can obtain data from several sources independent of the frontoffices on a regular basis (daily if possible), for example from brokers or pricing services that collect data from a sufficient number of market participants. A dedicatedteam, which reports to the Market Risks department, regularly checks the relevance of data obtained in this way and formally documents it.Conversely, some complex products with a basket component, where valuation requires correlation or volatility data that are not directly comparable with marketdata, may be classified as non-observable.The specific context described in consolidated financial statements on December 31st, 2011, had led Crédit <strong>Agricole</strong> S.A. to value the Greek sovereign bonds usingan internal valuation model and to classify them as <strong>Le</strong>vel 3. The bonds received during the exchange being traded in an active market, they are classified in level 1on June 30th, 2012.Estimated impact of inclusion of the margin at inception(in millions of euros) 30/06/2012 31/12/2011Deferred income at 1 January 162 241Income generated by new transactions during the year 14 27Recognised in net income for the period - -Amortisation and cancelled/reimbursed/matured transactions (62) (106)Effects of inputs or products reclassified as observable during the year - -Deferred income at period end 114 162Page 188 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A03Note 9 Events after the reporting periodFrance's 2012 revised finance lawFrance's Assemblée Nationale passed the second revised law finance for 2012 on 31 July 2012.The main measures in this revised law-finance are as follows: the introduction of an additional income-tax contribution based on dividend payments; the introduction of an exceptional contribution by banks (doubling in systemic tax); a doubling in the tax on financial transactions; the removal of the employer tax exemption on overtime; an increase in the employer tax on incentive and profit-sharing payments.As regards the systemic tax, the text includes the creation of an additional tax on top of the systemictax (article 235 ter ZE of the General Tax Code) due with respect to 2012. As a result, the impact ofthe exceptional systemic tax contribution in 2012 on Crédit <strong>Agricole</strong> S.A.'s consolidated financialstatements will be €76 million. The impact of the increase in the employer tax on incentive and profitsharingpayments should be around €50 million for the Crédit <strong>Agricole</strong> S.A. group in 2012.Signature of an agreement between CITICS and Crédit <strong>Agricole</strong> CIB for the sale of CLSAAn agreement to sell a 19.9% stake in CLSA for $310 million, and to give Crédit <strong>Agricole</strong> CIB a putoption enabling CITICS International to acquire the remaining 80.1% of CLSA for $942 million, wassigned by CITICS and Crédit <strong>Agricole</strong> CIB on 20 July 2012.The completion of the disposal and CITICS' purchase of the remaining 80.1% will be subject toapproval by the supervisory authorities, the approval of shareholders in accordance with CITICS'articles of association, and any other usual condition stipulated in the transaction documents. The twoparties have set a deadline of 30 June 2013 for the sale of the remaining 80.1%.No financial impact was recorded in the consolidated financial statements of Crédit <strong>Agricole</strong> S.A. at 30June 2012.Signature of a partnership agreement between Kepler Capital Markets and Crédit <strong>Agricole</strong> CIBOn 17 July 2012, the two companies announced that they had entered into exclusive negotiationsregarding the combination of Crédit <strong>Agricole</strong> Cheuvreux (CA Cheuvreux) with Kepler to create KeplerCheuvreux, the leading independent equity brokerage firm in continental Europe.No financial impact was recorded in the consolidated financial statements of Crédit <strong>Agricole</strong> S.A. at 30June 2012.Recapitalisation and plan to sell Emporiki BankTo increase Emporiki's solvency, a €2.3 billion capital increase took place in July 2012 to cover thecapital requirement estimated in March as part of the plan to stabilise the Greek financial system.Factoring in this capital increase, the Group's exposure to its Greek subsidiary at 30 June 2012 brokedown into a capital exposure of €2.7 billion and a net refinancing exposure of €2.3 billion.In the context of its search for the best solution regarding Emporiki, Crédit <strong>Agricole</strong> S.A. has receivedbinding offers from several Greek banks interested in acquiring the entire capital of Emporiki Bank.Crédit <strong>Agricole</strong> S.A. is currently assessing these offers, and no strategic decision has yet been taken.These offers are also subject to the usual regulatory approvals, the FHSF’s approval and theEuropean Commission’s review of compliance with State aid rules.Page 189 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A03Dilution of Crédit <strong>Agricole</strong> S.A.'s stake in BankinterOn 10 August 2012, Bankinter issued 27,270,552 new shares after the conversion of its"Participaciones Preferentes" securities, which are similar to perpetual subordinated bonds and towhich Crédit <strong>Agricole</strong> S.A. had not subscribed. This capital increase caused Crédit <strong>Agricole</strong> S.A.'sstake in Bankinter to fall from 20.4% to 19.4%.This dilution will prompt the Group, in its accounts-closing procedure for the third quarter of 2012, tore-examine whether it has significant influence over Bankinter according to criteria set out by IAS 28,particularly taking into account: the fall in its stake below 20% (the threshold that currently carries a presumption of significantinfluence according to IAS 28); the ownership of convertible bonds and their possible exercise; the Group's management intentions.Bankinter's value on the Group's balance sheet was €507 million at 30 June 2012. The market valueof these shares, on the date of the transaction that diluted Crédit <strong>Agricole</strong> S.A.'s stake, was €342million.Page 190 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A03Note 10 Scope of consolidation at 30 June 2012Crédit <strong>Agricole</strong> S.A. Group - Scope of consolidation (a) CountryMethod30 Juin-12% control% interest30-Jun-12 31-Dec-11 30-Jun-12 31-Dec-11FRENCH RETAIL BANKINGBanks and financial institutionsBanque Chalus France Equity 25.0 25.0 25.0 25.0Banque Thémis France Full 100.0 100.0 95.1 95.1Caisse régionale Alpes Provence France Equity 25.2 25.2 25.2 25.2Caisse régionale Alsace Vosges France Equity 25.0 25.0 25.0 25.0Caisse régionale Aquitaine France Equity 29.3 29.3 29.3 29.3Caisse régionale Atlantique Vendée France Equity 25.6 25.6 25.6 25.6Caisse régionale Brie Picardie France Equity 27.1 27.0 27.1 27.0Caisse régionale Centre Est France Equity 25.0 25.0 25.0 25.0Caisse régionale Centre France France Equity 25.0 25.0 25.0 25.0Caisse régionale Centre Loire France Equity 27.7 27.7 27.7 27.7Caisse régionale Centre Ouest France Equity 25.0 25.0 25.0 25.0Caisse régionale Champagne Bourgogne France Equity 25.0 25.0 25.0 25.0Caisse régionale Charente Maritime - Deux Sèvres France Equity 25.0 25.0 25.0 25.0Caisse régionale Charente-Périgord France Equity 25.0 25.0 25.0 25.0Caisse régionale Côtes d’Armor France Equity 25.0 25.0 25.0 25.0Caisse régionale de l’Anjou et du Maine France Equity 25.0 25.0 25.0 25.0Caisse régionale des Savoie France Equity 25.0 25.0 25.0 25.0Caisse régionale Finistère France Equity 25.0 25.0 25.0 25.0Caisse régionale Franche Comte France Equity 25.0 25.0 25.0 25.0Caisse régionale Guadeloupe France Equity 27.2 27.2 27.2 27.2Caisse régionale Ille et Vilaine France Equity 26.0 26.0 26.0 26.0Caisse régionale Languedoc France Equity 25.6 25.6 25.6 25.6Caisse régionale Loire - Haute Loire France Equity 25.4 25.4 25.4 25.4Caisse régionale Lorraine France Equity 25.0 25.0 25.0 25.0Caisse régionale Martinique France Equity 28.2 28.2 28.2 28.2Caisse régionale <strong>Mo</strong>rbihan France Equity 27.4 27.3 27.4 27.3Caisse régionale Nord de France France Equity 25.0 25.0 25.0 25.0Caisse régionale Nord Midi Pyrénées France Equity 25.0 25.0 25.0 25.0Caisse régionale Nord-Est France Equity 26.4 26.4 26.4 26.4Caisse régionale Normandie France Equity 25.0 25.0 25.0 25.0Caisse régionale Normandie Seine France Equity 25.6 25.6 25.6 25.6Caisse régionale Paris et Île de France France Equity 25.5 25.5 25.5 25.5Caisse régionale Provence - Côte d’Azur France Equity 25.0 25.0 25.0 25.0Caisse régionale Pyrénées Gascogne France Equity 25.0 25.0 25.0 25.0Caisse régionale Réunion France Equity 25.0 25.0 25.0 25.0Caisse régionale Sud Méditerranée France Equity 25.0 25.0 25.0 25.0Caisse régionale Sud Rhône Alpes France Equity 26.0 25.4 25.7 25.4Caisse régionale Toulouse 31 France Equity 26.4 26.3 26.4 26.3Caisse régionale Touraine Poitou France Equity 26.2 26.1 26.2 26.1Caisse régionale Val de France France Equity 25.0 25.0 25.0 25.0Cofam France Equity 25.4 25.4 25.4 25.4Interfimo France Full 99.0 99.0 94.1 94.1LCL France Full 95.1 95.1 95.1 95.1Mercagentes Spain Equity 25.0 25.0 20.6 20.6Sircam France Equity 25.4 25.4 25.4 25.4<strong>Le</strong>ase financing companiesLocam France Equity 25.4 25.4 25.4 25.4Page 191 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A03Crédit <strong>Agricole</strong> S.A. Group - Scope of consolidation (a) CountryMethod30 Juin-12% control % interest30-Jun-12 31-Dec-11 30-Jun-12 31-Dec-11Investment companiesBercy Participations France Equity 25.5 25.5 25.5 25.5CA Centre France Développement France Equity 25.0 25.0 20.8 20.8CACF Immobilier France Equity 25.0 25.0 25.0 25.0CADS Développement France Equity 25.0 25.0 25.0 25.0Calixte Investissement France Equity 25.0 25.0 25.0 25.0Cofinep France Equity 26.4 26.4 26.4 26.4Crédit <strong>Agricole</strong> Centre Est Immobilier France Equity 25.0 25.0 25.0 25.0L'Immobilière d'A Côté France Equity 25.2 25.2 25.2 25.2Nord Capital Investissement France Equity 25.0 30.0 26.6 27.2Nord Est Champagne Agro Partenaires France Equity 26.4 26.4 26.4 26.4Prestimmo France Equity 25.0 25.0 25.0 25.0Sepi France Equity 25.0 25.0 25.0 25.0Sequana France Equity 25.0 25.0 25.0 25.0Socadif France Equity 25.5 25.5 25.6 25.6OtherAdret Gestion France Equity 25.0 25.0 25.0 25.0Alsace Elite France Equity 25.0 25.0 23.7 23.7Anjou Maine Gestion France Equity 25.0 25.0 25.0 25.0Aquitaux Rendement France Equity 29.3 29.3 29.3 29.3C.L. Verwaltungs und Beteiligungsgesellschaft GmbH Germany Full 100.0 100.0 95.1 95.1CA Aquitaine Agences Immobilières France Equity 29.3 29.3 29.3 29.3CA Aquitaine Immobilier France Equity 29.3 29.3 29.3 29.3CA Participations France Equity 25.0 25.0 25.0 25.0Caapimmo 4 France Equity 25.2 25.2 24.9 24.9Caapimmo 6 France Equity 25.2 25.2 25.2 25.2CAL Immobilier France Equity 25.0 25.0 25.0 25.0CAP Actions 2 France Equity 25.2 25.2 25.2 25.2CAP Obligataire France Equity 25.2 25.2 25.2 25.2CAP Régulier 1 France Equity 25.2 25.2 25.2 25.2CAPI Centre-Est (ex Sparkway) France Equity 25.0 25.0 25.0 25.0Caryatides Finance France Equity 25.0 25.0 22.0 22.0Centre France Location Immobilière France Equity 25.0 25.0 25.0 25.0CMDS Opportunités E1 France Not included 25.0 25.0Crédit Lyonnais Développement Économique (CLDE) France Full 100.0 100.0 95.1 95.1Crédit Lyonnais Europe France Full 100.0 100.0 95.1 95.1Crédit Lyonnais Preferred Capital E1 United States Not included 100.0 0.0Emeraude Croissance I2 France Equity 26.0 26.0Europimmo France Equity 25.0 25.0 25.0 25.0Financière PCA France Equity 25.0 25.0 25.0 25.0Finarmor Gestion France Equity 25.0 25.0 25.0 25.0Fonds dédié Elstar France Equity 25.0 25.0 25.0 25.0Force Alsace France Equity 25.0 25.0 25.0 25.0Force CACF France Equity 25.0 25.0 25.1 25.1Force Charente Maritime Deux Sèvres France Equity 25.0 25.0 25.0 25.0Force Iroise France Equity 25.0 25.0 25.0 25.0Force Languedoc France Equity 25.6 25.6 25.7 25.6Force Lorraine Duo France Equity 25.0 25.0 25.0 25.0Force Profile 20 France Equity 25.6 25.6 25.7 25.7Page 192 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A03Crédit <strong>Agricole</strong> S.A. Group - Scope of consolidation (a) CountryMethod30 Juin-12% control% interest30-Jun-12 31-Dec-11 30-Jun-12 31-Dec-11Force Run France Equity 25.0 25.0 25.0 25.0Force Toulouse Diversifié France Equity 26.4 26.3 26.4 26.3Force 4 France Equity 25.0 25.0 25.0 25.0Green Island France Equity 25.0 25.0 25.0 25.0Immobilière de Picardie (ex Société Immobilière de Picardie) France Equity 27.1 27.0 27.1 27.0Inforsud Gestion France Equity 25.0 25.0 22.2 22.2<strong>Mo</strong>rbihan Gestion France Equity 27.4 27.3 27.4 27.3NACARAT France Equity 25.0 25.0 7.7 7.7NMP Gestion France Equity 25.0 25.0 25.0 25.0Nord de France Immobilier France Equity 25.0 25.0 25.0 25.0NS Immobilier Finance France Equity 25.0 25.0 25.0 25.0Ozenne Institutionnel France Equity 26.4 26.3 26.6 26.3PCA IMMO France Equity 25.0 25.0 25.0 25.0PG IMMO France Equity 25.0 25.0 25.0 25.0Pyrénées Gascogne Altitude France Equity 25.0 25.0 25.0 25.0Pyrénées Gascogne Gestion France Equity 25.0 25.0 25.0 25.0S.A.S. Immnord France Equity 25.0 25.0 25.0 25.0SAS Brie Picardie Expansion (ex Société Picarde de développement) O1 France Equity 27.1 27.0 27.1 27.0SCI Capimo France Equity 25.0 25.0 25.0 25.0SCI Euralliance Europe France Equity 25.0 25.0 25.0 25.0SCI <strong>Le</strong>s Fauvins France Equity 25.2 25.2 25.2 25.2Scica HL France Equity 25.4 25.4 25.1 25.1Sud Rhône Alpes Placement France Equity 26.0 25.4 26.0 25.7Toulouse 31 Court Terme France Equity 26.4 26.3 26.4 26.3Toulouse 31 Obligations France Equity 26.4 26.3 26.4 26.3Val de France Rendement France Equity 25.0 25.0 25.0 25.0Voix du Nord Investissement France Equity 25.0 25.0 6.3 6.2Tourism - property developmentFranche Comté Développement Foncier France Equity 25.0 25.0 25.0 25.0Franche Comté Développement Immobilier France Equity 25.0 25.0 25.0 25.0Nord Est Optimmo S.A.S. France Equity 26.4 26.4 26.4 26.4S.A. Foncière de l'Erable France Equity 25.0 25.0 25.0 25.0S.A.S. Arcadim Fusion France Equity 25.0 25.0 25.0 25.0SCI Crystal Europe France Equity 25.0 25.0 25.0 25.0SCI Quartz Europe France Equity 25.0 25.0 25.0 25.0INTERNATIONAL RETAIL BANKINGBanks and financial institutionsBanca Popolare Friuladria S.p.A. Italy Full 80.2 80.2 60.1 60.1Bankinter Spain Equity 20.4 24.5 20.4 24.5Bankoa Spain Equity 30.0 30.0 28.7 28.7BES (Banco Espirito Santo) Portugal Equity 10.8 9.4 20.3 20.5BNI Madagascar Madagascar Full 51.0 51.0 51.0 51.0Cariparma Italy Full 75.0 75.0 75.0 75.0Carispezia Italy Full 80.0 80.0 60.0 60.0Centea Belgium Equity 5.0 5.0 22.1 22.1Crédit <strong>Agricole</strong> Bank Polska S.A. (ex Lukas Bank) Poland Full 100.0 100.0 100.0 100.0Crédit <strong>Agricole</strong> Banka Srbija a.d. Novi Sad Serbia Full 100.0 100.0 100.0 100.0Crédit <strong>Agricole</strong> Egypt S.A.E. Egypt Full 60.5 60.5 60.2 60.2Crédit <strong>Agricole</strong> Financement Switzerland Equity 40.0 40.0 35.9 35.9Page 193 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A03Crédit <strong>Agricole</strong> S.A. Group - Scope of consolidation (a) CountryMethod30 Juin-12% control % interest30-Jun-12 31-Dec-11 30-Jun-12 31-Dec-11Crédit <strong>Agricole</strong> Polska S.A. (ex Lukas S.A.) Poland Full 100.0 100.0 100.0 100.0Credit <strong>Agricole</strong> Romania (ex Emporiki Bank Romania SA) O1 Romania Full 99.7 99.7 99.7 94.7Crédit du Maroc <strong>Mo</strong>rocco Full 77.0 77.0 77.0 77.0Emporiki Bank Greece Full 98.3 95.0 98.3 95.0Emporiki Bank Albania S.A. Albania Full 100.0 100.0 98.3 95.0Emporiki Bank Bulgaria E.A.D. Bulgaria Full 100.0 100.0 98.3 95.0Emporiki Bank Cyprus Cyprus Full 73.3 73.3 72.0 69.6Europabank Belgium Equity 5.0 5.0 22.1 22.1Lukas Finanse S.A. I2 Poland Full 100.0 100.0PJSC Crédit <strong>Agricole</strong> (ex JSC Index Bank HVB) Ukraine Full 100.0 100.0 100.0 100.0PJSC Crédit <strong>Agricole</strong> CIB Ukraine Ukraine Full 100.0 100.0 100.0 97.8S.A.Crédit <strong>Agricole</strong> (Belgique) Belgium Equity 5.0 5.0 22.1 22.1OtherBelgium CA S.A.S. Belgium Equity 10.0 10.0 33.1 33.1Bespar Portugal Equity 26.4 32.6 26.4 32.6Emporiki Group Finance P.l.c. United Kingdom Full 100.0 100.0 98.3 95.0IUB Holding France Full 100.0 100.0 100.0 100.0Keytrade Belgium Equity 5.0 5.0 22.1 22.1SPECIALISED FINANCIAL SERVICESBanks and financial institutionsAetran Administrative Dientverlening B.V. Netherlands Full 100.0 100.0 100.0 100.0Agos S.p.A. Italy Full 61.0 61.0 61.0 61.0Alsolia France Equity 20.0 20.0 20.0 20.0Antera Incasso B.V. Netherlands Full 100.0 100.0 100.0 100.0Assfibo Financieringen B.V. Netherlands Full 100.0 100.0 100.0 100.0BC Finance France Full 55.0 55.0 55.0 55.0BCC Credito Consumo Italy Equity 40.0 40.0 24.4 24.4Climauto France Full 100.0 100.0 100.0 100.0CREALFI France Full 51.0 51.0 51.0 51.0Credibom Portugal Full 100.0 100.0 100.0 100.0Credicom Consumer Finance Bank S.A. Greece Full 100.0 100.0 100.0 100.0Crediet Maatschappij " De Ijssel" B.V. Netherlands Full 100.0 100.0 100.0 100.0Crédit <strong>Agricole</strong> Commercial Finance Polska S.A. Poland Full 100.0 100.0 100.0 100.0Crédit <strong>Agricole</strong> Consumer Finance France Full 100.0 100.0 100.0 100.0Crédit <strong>Agricole</strong> Consumer Finance Nederland Netherlands Full 100.0 100.0 100.0 100.0Crédit Lift S.p.A. Italy Full 100.0 100.0 61.0 61.0Creditplus Bank AG (ex Creditplus) Germany Full 100.0 100.0 100.0 100.0Credium Slovakia, a.s. Slovakia Full 100.0 100.0 100.0 100.0Dan-Aktiv Denmark Full 100.0 100.0 100.0 100.0De Kredietdesk B.V. Netherlands Full 100.0 100.0 100.0 100.0Dealerservice B.V. Netherlands Full 100.0 100.0 100.0 100.0DMC Groep N.V. Netherlands Full 100.0 100.0 100.0 100.0DNV B.V. Netherlands Full 100.0 100.0 100.0 100.0EFL Services Poland Full 100.0 100.0 100.0 100.0Eurofactor AG (Allemagne) Germany Full 100.0 100.0 100.0 100.0Eurofactor France France Full 100.0 100.0 100.0 100.0Eurofactor Italia S.p.A. Italy Full 100.0 100.0 100.0 100.0Eurofactor S.A./NV (Belgique) Belgium Full 100.0 100.0 100.0 100.0Inter-factor Europa Spain Full 100.0 100.0 100.0 100.0Page 194 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A03Crédit <strong>Agricole</strong> S.A. Group - Scope of consolidation (a) CountryMethod30 Juin-12% control% interest30-Jun-12 31-Dec-11 30-Jun-12 31-Dec-11Eurofactor S.A. (Portugal) Portugal Full 100.0 100.0 100.0 100.0Eurofintus Financieringen B.V. Netherlands Full 100.0 100.0 100.0 100.0Euroleenlijn B.V. Netherlands Full 100.0 100.0 100.0 100.0FC France S.A. France Proportionate 50.0 50.0 50.0 50.0FGA Bank Germany GmbH Germany Proportionate 50.0 50.0 50.0 50.0FGA Bank GmbH Austria Proportionate 50.0 50.0 50.0 50.0FGA Capital Belgium S.A. Belgium Proportionate 50.0 50.0 50.0 50.0FGA Capital Danmark A/S Denmark Proportionate 50.0 50.0 50.0 50.0FGA Capital Hellas S.A. Greece Proportionate 50.0 50.0 50.0 50.0FGA Capital IFIC Portugal Proportionate 50.0 50.0 50.0 50.0FGA Capital Ireland Plc Ireland Proportionate 50.0 50.0 50.0 50.0FGA Capital Netherlands B.V. Netherlands Proportionate 50.0 50.0 50.0 50.0FGA Capital Re Limited Ireland Proportionate 50.0 50.0 50.0 50.0FGA Capital S.p.A. Italy Proportionate 50.0 50.0 50.0 50.0FGA Capital Spain EFC S.A. Spain Proportionate 50.0 50.0 50.0 50.0FGA Capital UK Ltd. United Kingdom Proportionate 50.0 50.0 50.0 50.0FGA Distribuidora Portugal Proportionate 50.0 50.0 50.0 50.0FGA Insurance Hellas S.A. Greece Proportionate 50.0 50.0 50.0 50.0FGA <strong>Le</strong>asing Polska Poland Proportionate 50.0 50.0 50.0 50.0FGA <strong>Le</strong>asing GmbH Austria Proportionate 50.0 50.0 50.0 50.0FGA Wholesale UK Ltd. United Kingdom Proportionate 50.0 50.0 50.0 50.0Fiat Bank Polska S.A. Poland Proportionate 50.0 50.0 50.0 50.0Fidis Finance Polska Sp. Zo.o. Poland Proportionate 50.0 50.0 50.0 50.0Fidis Finance S.A. Switzerland Proportionate 50.0 50.0 50.0 50.0Finalia Belgium Equity 49.0 49.0 49.0 49.0Financierings Data Netwerk B.V. Netherlands Full 44.0 44.0 44.0 44.0Financieringsmaatschappij Mahuko N.V. Netherlands Full 100.0 100.0 100.0 100.0Finaref AB Sweden Full 100.0 100.0 100.0 100.0Finaref AS Norway Full 100.0 100.0 100.0 100.0Finaref OY Finland Full 100.0 100.0 100.0 100.0Finata Bank N.V. Netherlands Full 100.0 100.0 100.0 100.0Finata Sparen N.V. Netherlands Full 100.0 100.0 100.0 100.0Finata Zuid-Nederland B.V. Netherlands Full 100.0 100.0 100.0 100.0FL Auto S.N.C France Proportionate 50.0 50.0 50.0 50.0FL Location SNC France Proportionate 50.0 50.0 50.0 50.0FORSO Denmark Denmark Proportionate 50.0 50.0 50.0 50.0FORSO Finland Finland Proportionate 50.0 50.0 50.0 50.0FORSO Norway Norway Proportionate 50.0 50.0 50.0 50.0FORSO Sweden Sweden Proportionate 50.0 50.0 50.0 50.0GAC - Sofinco Auto Finance Co. Ltd. China Equity 50.0 50.0 50.0 50.0IDM Finance B.V. Netherlands Full 100.0 100.0 100.0 100.0IDM Financieringen B.V. Netherlands Full 100.0 100.0 100.0 100.0IDM lease maatschappij N.V. Netherlands Full 100.0 100.0 100.0 100.0Iebe <strong>Le</strong>ase B.V. Netherlands Full 100.0 100.0 100.0 100.0InterBank N.V. Netherlands Full 100.0 100.0 100.0 100.0J.J.P. Akkerman Financieringen B.V. Netherlands Full 100.0 100.0 100.0 100.0Krediet '78 B.V. Netherlands Full 100.0 100.0 100.0 100.0Logos Finanziaria S.p.A. Italy Full 94.8 94.8 57.8 57.8Mahuko Financieringen B.V. Netherlands Full 100.0 100.0 100.0 100.0Matriks N.V. Netherlands Full 100.0 100.0 100.0 100.0Page 195 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A03Crédit <strong>Agricole</strong> S.A. Group - Scope of consolidation (a) CountryMethod30 Juin-12% control % interest30-Jun-12 31-Dec-11 30-Jun-12 31-Dec-11MENAFINANCE France Proportionate 50.0 50.0 50.0 50.0<strong>Mo</strong>ney Care B.V. Netherlands Full 100.0 100.0 100.0 100.0New Theo United Kingdom Full 100.0 100.0 100.0 100.0NVF Voorschotbank B.V. Netherlands Full 100.0 100.0 100.0 100.0Regio Kredietdesk B.V. Netherlands Full 100.0 100.0 100.0 100.0Ribank Netherlands Full 100.0 100.0 100.0 100.0Sedef France Full 100.0 100.0 100.0 100.0Tunisie Factoring Tunisia Equity 36.4 36.4 36.4 36.4Ucalease France Full 100.0 100.0 100.0 100.0VoordeelBank B.V. Netherlands Full 100.0 100.0 100.0 100.0Wafasalaf <strong>Mo</strong>rocco Equity 49.0 49.0 49.0 49.0<strong>Le</strong>ase financing companiesAuxifip France Full 100.0 100.0 100.0 100.0CAREFLEET S.A. Poland Full 100.0 100.0 100.0 100.0Crédit <strong>Agricole</strong> <strong>Le</strong>asing & Factoring France Full 100.0 100.0 100.0 100.0Crédit <strong>Agricole</strong> <strong>Le</strong>asing Italia Italy Full 100.0 100.0 78.7 78.7Crédit du Maroc <strong>Le</strong>asing <strong>Mo</strong>rocco Full 100.0 100.0 84.7 84.7Credium Czech Republic Full 100.0 100.0 100.0 100.0Emporiki <strong>Le</strong>asing S.A. Greece Full 100.0 100.0 100.0 100.0Emporiki Rent Long Term <strong>Le</strong>asing of Vehicles S.A. Greece Full 99.7 99.7 99.7 99.7Etica France Full 100.0 100.0 100.0 100.0Europejski Fundusz <strong>Le</strong>asingowy (E.F.L.) Poland Full 100.0 100.0 100.0 100.0FAL Fleet Services S.A.S. France Proportionate 50.0 50.0 50.0 50.0FGA Capital Services Spain S.A. Spain Proportionate 50.0 50.0 50.0 50.0FGA Contracts UK Ltd. United Kingdom Proportionate 50.0 50.0 50.0 50.0Finamur France Full 100.0 100.0 100.0 100.0Green FCT <strong>Le</strong>ase I2 France Full 100.0 100.0<strong>Le</strong>asys S.p.A. Italy Proportionate 50.0 50.0 50.0 50.0Lixxbail France Full 100.0 100.0 100.0 100.0Lixxcourtage France Full 100.0 100.0 100.0 100.0Lixxcredit France Full 100.0 99.9 100.0 99.9NVA (Négoce Valorisation des actifs) France Full 100.0 99.9 100.0 99.9Unifergie France Full 100.0 100.0 100.0 100.0Investment companiesArgence Investissement S.A.S. France Full 100.0 100.0 100.0 100.0Argence Participation France Full 100.0 100.0 100.0 100.0Nordic Consumer Finance A/S (ex Nordic Consumer Finans) Denmark Full 100.0 100.0 100.0 100.0InsuranceARES Reinsurance Ltd. (ex Arès) Ireland Full 100.0 100.0 61.0 61.0OtherCCDS (Carte Cadeaux Distribution Services) France Equity 49.0 49.0 49.0 49.0CLIENTYS France Full 100.0 100.0 100.0 100.0Crédit LIFT France Full 100.0 100.0 100.0 100.0Eda France Full 100.0 100.0 100.0 100.0EFL Finance S.A. Poland Full 100.0 100.0 100.0 100.0Emporiki Credicom Insurance Brokers S.A. Greece Full 100.0 100.0 100.0 100.0GEIE Argence Développement France Full 100.0 100.0 100.0 100.0Sofinco Participations France Full 100.0 100.0 100.0 100.0Page 196 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A03Crédit <strong>Agricole</strong> S.A. Group - Scope of consolidation (a) CountryMethod30 Juin-12% control% interest30-Jun-12 31-Dec-11 30-Jun-12 31-Dec-11ASSET MANAGEMENT, INSURANCE AND PRIVATE BANKINGBanks and financial institutionsABC-CA Fund Management CO China Equity 33.3 33.3 24.5 24.5Aguadana S.L. E1 Spain Not included 100.0 97.8AMUNDI France Full 100.0 100.0 73.6 73.6AMUNDI (UK) Ltd. United Kingdom Full 100.0 100.0 73.6 73.6AMUNDI AI Holding France Full 100.0 100.0 73.6 73.6AMUNDI AI S.A.S. France Full 100.0 100.0 73.6 73.6AMUNDI Alternative Investments Ltd. E1 Bermuda Not included 100.0 73.6AMUNDI Finance France Full 100.0 100.0 73.6 73.6AMUNDI Group France Full 73.6 73.6 73.6 73.6AMUNDI Hellas MFMC S.A. Greece Full 100.0 100.0 73.6 73.6AMUNDI Hong Kong Ltd. Hong Kong Full 100.0 100.0 73.6 73.6AMUNDI Iberia S.G.I.I.C S.A. Spain Full 100.0 100.0 84.5 84.5AMUNDI Immobilier France Full 100.0 100.0 73.6 73.6AMUNDI India Holding France Full 100.0 100.0 73.6 73.6AMUNDI Intermédiation France Full 100.0 100.0 73.6 73.6AMUNDI Investment Solutions France Full 100.0 100.0 73.6 73.6Amundi Investments USA LLC (ex Amundi AI LLC) O1 United States Full 100.0 100.0 73.6 73.6AMUNDI Japan Japan Full 100.0 100.0 73.6 73.6AMUNDI Japan Holding Japan Full 100.0 100.0 73.6 73.6AMUNDI Japan Securities Cy Ltd. Japan Full 100.0 100.0 73.6 73.6AMUNDI Luxembourg S.A. Luxembourg Full 100.0 100.0 73.6 73.6AMUNDI Private Equity Funds France Full 100.0 100.0 73.6 73.6AMUNDI Real Estate Italia SGR S.p.A. Italy Full 100.0 100.0 73.6 73.6AMUNDI SGR S.p.A. Italy Full 100.0 100.0 73.6 73.6AMUNDI Singapore Ltd. Singapore Full 100.0 100.0 73.6 73.6AMUNDI Suisse Switzerland Full 100.0 100.0 73.6 73.6Amundi Tenue de Comptes (ex Creelia) O1 France Full 100.0 100.0 73.6 73.6Amundi USA Inc (ex EPEM Inc) O1 United States Full 100.0 100.0 73.6 73.6BFT Gestion France Full 100.0 100.0 73.6 73.6BGP Indosuez France Full 100.0 100.0 97.8 100.0CA (Suisse) S.A. Switzerland Full 100.0 100.0 97.8 97.8CA Brasil DTVM Brazil Full 100.0 100.0 97.8 97.8CA Luxembourg Luxembourg Full 100.0 100.0 97.8 97.8CACEIS (Bermuda) Ltd. Bermuda Full 100.0 100.0 85.0 85.0CACEIS (Canada) Ltd. Canada Full 100.0 100.0 85.0 85.0CACEIS (Cayman) Ltd. (ex Olympia Capital Ltd. Cayman) Cayman Islands Full 100.0 100.0 85.0 85.0CACEIS (USA) Inc. United States Full 100.0 100.0 85.0 85.0CACEIS Bank Deutschland GmbH Germany Full 100.0 100.0 85.0 85.0CACEIS BANK France (ex CACEIS Bank) O1 France Full 100.0 100.0 85.0 85.0CACEIS Bank Luxembourg Luxembourg Full 100.0 100.0 85.0 85.0CACEIS Belgium (ex Fastnet Belgique) Belgium Full 100.0 100.0 85.0 85.0CACEIS Corporate Trust France Full 100.0 100.0 85.0 85.0CACEIS Fund Administration (ex CACEIS Fastnet) France Full 100.0 100.0 85.0 85.0CACEIS Ireland Ltd. (ex CACEIS Fastnet Ireland Ltd) O1 Ireland Full 100.0 100.0 85.0 85.0CACEIS Netherlands N.V. (ex FASTNET PAYS BAS) O1 Netherlands Full 100.0 100.0 85.0 85.0CACEIS Switzerland S.A. (ex CACEIS Fastnet Suisse) O1 Switzerland Full 100.0 100.0 85.0 85.0Clam Philadelphia I1 France Full 100.0 73.6CPR AM France Full 100.0 100.0 73.6 73.6Page 197 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A03Crédit <strong>Agricole</strong> S.A. Group - Scope of consolidation (a) CountryMethod30 Juin-12% control % interest30-Jun-12 31-Dec-11 30-Jun-12 31-Dec-11Crédit <strong>Agricole</strong> Suisse (Bahamas) Ltd. (ex CA (Suisse) Bahamas) Bahamas Full 100.0 100.0 97.8 97.8Crédit Foncier de <strong>Mo</strong>naco <strong>Mo</strong>naco Full 70.1 70.1 67.4 67.4Etoile Gestion France Full 100.0 100.0 73.6 73.6Finanziaria Indosuez International Ltd. Switzerland Full 100.0 100.0 97.8 97.8Fund Channel Luxembourg Equity 50.0 50.0 36.8 36.8Gestion Privée Indosuez (G.P.I) France Full 100.0 100.0 97.8 100.0IKS KB Czech Republic Full 100.0 100.0 73.6 73.6Investor Service House S.A. Luxembourg Full 100.0 100.0 85.0 85.0NH-CA Asset Management Ltd. South Korea Equity 40.0 40.0 29.4 29.4Partinvest S.A. Luxembourg Full 100.0 100.0 85.0 85.0Société Générale Gestion (S2G) France Full 100.0 100.0 73.6 73.6State Bank of India Fund Management India Equity 37.0 37.0 27.2 27.2StockbrokersCrédit <strong>Agricole</strong> Van <strong>Mo</strong>er Courtens Luxembourg Full 88.4 85.0 86.4 83.1Investment companiesCACEIS S.A. France Full 85.0 85.0 85.0 85.0Lyra Capital LLC E1 United States Not included 100.0 73.6InsuranceAssurances Mutuelles Fédérales France Full 100.0 100.0 100.0 100.0BES Seguros Portugal Full 50.0 50.0 55.1 55.1BES Vida E2 Portugal Not included 50.0 60.2BFT opportunité France Full 100.0 100.0 100.0 100.0CA Assicurazioni Italy Full 100.0 100.0 100.0 100.0CACI LIFE LIMITED Ireland Full 100.0 100.0 100.0 100.0CACI NON LIFE LIMITED Ireland Full 100.0 100.0 100.0 100.0CACI Reinsurance Ltd. (ex CACI RE) Ireland Full 100.0 100.0 100.0 100.0Crédit <strong>Agricole</strong> Assurances (CAA) France Full 100.0 100.0 100.0 100.0Crédit <strong>Agricole</strong> Creditor Insurance (CACI) France Full 100.0 100.0 100.0 100.0Crédit <strong>Agricole</strong> Life Greece Full 100.0 100.0 100.0 100.0Crédit <strong>Agricole</strong> Life Insurance Company Japan Ltd. Japan Full 100.0 100.0 100.0 100.0Crédit <strong>Agricole</strong> Life Insurance Europe Luxembourg Full 100.0 100.0 99.9 99.9Crédit <strong>Agricole</strong> Reinsurance S.A. Luxembourg Full 100.0 100.0 100.0 100.0Crédit <strong>Agricole</strong> Vita S.p.A. Italy Full 100.0 100.0 100.0 87.5Dolcea Vie France Full 100.0 100.0 100.0 100.0Edram opportunités France Full 100.0 100.0 100.0 100.0FCPR CAA Compart. Part. A1 France Full 100.0 100.0 100.0 100.0FCPR CAA Compart. Part. A2 France Full 100.0 100.0 100.0 100.0FCPR CAA Compart. Part. A3 France Full 100.0 100.0 100.0 100.0Page 198 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A03Crédit <strong>Agricole</strong> S.A. Group - Scope of consolidation (a) CountryMethod30 Juin-12% control% interest30-Jun-12 31-Dec-11 30-Jun-12 31-Dec-11FCPR Roosevelt Investissements France Full 100.0 100.0 100.0 100.0Federval France Full 100.0 100.0 100.0 100.0Finaref Assurances France Full 100.0 100.0 100.0 100.0Finaref Risques Divers France Full 100.0 100.0 100.0 100.0Finaref Vie France Full 100.0 100.0 100.0 100.0Foncière Hypersud France Proportionate 51.4 51.4 51.4 51.4GRD1 France Full 100.0 100.0 100.0 100.0GRD10 France Full 100.0 100.0 100.0 100.0GRD11 France Full 100.0 100.0 100.0 100.0GRD12 France Full 100.0 100.0 100.0 100.0GRD14 France Full 100.0 100.0 100.0 100.0GRD16 France Full 100.0 100.0 100.0 100.0GRD17 France Full 100.0 100.0 100.0 100.0GRD18 France Full 100.0 100.0 100.0 100.0GRD19 France Full 100.0 100.0 100.0 100.0GRD2 France Full 100.0 100.0 100.0 100.0GRD20 France Full 97.1 97.1 97.1 97.1GRD3 France Full 100.0 100.0 100.0 100.0GRD4 France Full 100.0 100.0 100.0 100.0GRD5 France Full 100.0 100.0 100.0 100.0GRD7 France Full 100.0 100.0 100.0 100.0GRD8 France Full 100.0 100.0 100.0 100.0GRD9 France Full 100.0 100.0 100.0 100.0Médicale de France France Full 99.8 99.8 99.8 99.8Pacifica France Full 100.0 100.0 100.0 100.0Predica France Full 100.0 100.0 100.0 100.0Predica 2005 FCPR A France Full 100.0 100.0 100.0 100.0Predica 2006 FCPR A France Full 100.0 100.0 100.0 100.0Predica 2006-2007 FCPR France Full 100.0 100.0 100.0 100.0Predica 2007 FCPR A France Full 100.0 100.0 100.0 100.0Predica 2007 FCPR C France Full 100.0 100.0 100.0 100.0Predica 2008 FCPR A1 France Full 100.0 100.0 100.0 100.0Predica 2008 FCPR A2 France Full 100.0 100.0 100.0 100.0Predica 2008 FCPR A3 France Full 100.0 100.0 100.0 100.0Predica 2010 FCPR A1 France Full 100.0 100.0 100.0 100.0Predica 2010 FCPR A2 France Full 100.0 100.0 100.0 100.0Predica 2010 FCPR A3 France Full 100.0 100.0 100.0 100.0Predica OPCI Bureau I1 France Full 100.0 100.0Predica OPCI Commerces I1 France Full 100.0 100.0Predica OPCI Habitation I1 France Full 100.0 100.0Predica Secondaires I A1 France Full 100.0 100.0 100.0 100.0Predica Secondaires I B1 France Full 100.0 100.0 100.0 100.0Predica Secondaires II A1 France Full 100.0 100.0 100.0 100.0Predica Secondaires II B1 France Full 100.0 100.0 100.0 100.0Predicant A1 FCP (ex Prediquant actions Asie) O1 France Full 100.0 100.0 100.0 100.0Predicant A2 FCP (ex Prediquant actions Amérique) O1 France Full 100.0 100.0 100.0 100.0Predicant A3 FCP (ex Prediquant actions Europe) O1 France Full 100.0 100.0 100.0 100.0Prediquant opportunité France Full 99.3 99.3 99.3 99.3Prediquant Stratégies France Full 100.0 100.0 100.0 100.0Space Holding (Ireland) Limited Ireland Full 100.0 100.0 100.0 100.0Space Lux Luxembourg Full 100.0 100.0 100.0 100.0Spirica (ex Axeria Vie) France Full 100.0 100.0 100.0 100.0VERT SRL (ex CAAIH) E3 Italy Not included 100.0 100.0Page 199 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A03Crédit <strong>Agricole</strong> S.A. Group - Scope of consolidation (a) CountryMethod30 Juin-12% control % interest30-Jun-12 31-Dec-11 30-Jun-12 31-Dec-11OtherAMUNDI Alternative Investments Services Inc. United States Full 100.0 100.0 73.6 73.6Amundi Informatique Technique Services (ex Segespar Informatique Technique Services) France Full 99.5 99.8 75.7 76.0C.A.P.B. <strong>Le</strong>vante E1 Spain Not included 100.0 97.8C.A.P.B. Norte E1 Spain Not included 100.0 97.8CACI Gestion France Full 100.0 100.0 99.0 99.0Crédit <strong>Agricole</strong> Private Banking France Full 100.0 100.0 97.8 97.8SAS CAAGIS France Full 50.0 50.0 62.9 62.9SCI La Baume France Full 100.0 100.0 97.8 100.0Via Vita France Full 100.0 100.0 100.0 100.0CORPORATE AND INVESTMENT BANKINGBanks and financial institutionsAl BK Saudi Al Fransi - BSF Saoudi Arabia Equity 31.1 31.1 30.4 30.4Crédit <strong>Agricole</strong> CIB Algérie (ex Calyon Algérie) O1 Algeria Full 100.0 100.0 97.8 97.8Crédit <strong>Agricole</strong> CIB Australia Ltd. Australia Full 100.0 100.0 97.8 97.8Crédit <strong>Agricole</strong> CIB China Ltd. China Full 100.0 100.0 97.8 97.8Crédit <strong>Agricole</strong> CIB Merchant Bank Asia Ltd. Singapore Full 100.0 100.0 97.8 97.8Crédit <strong>Agricole</strong> CIB S.A. France Full 97.8 97.8 97.8 97.8Crédit <strong>Agricole</strong> CIB Services Private Ltd. India Full 100.0 100.0 97.8 97.8Crédit <strong>Agricole</strong> CIB ZAO Russia Russia Full 100.0 100.0 97.8 97.8Crédit <strong>Agricole</strong> Yatirim Bankasi Turk A.S. Turkey Full 100.0 100.0 97.8 97.8HIMALIA P.l.c. United Kingdom Full 100.0 100.0 97.8 97.8INCA SARL Luxembourg Full 65.0 65.0 63.6 63.6LYANE BV Netherlands Full 65.0 65.0 63.6 63.6Newedge Group France Proportionate 50.0 50.0 48.9 48.9StockbrokersCheuvreux/CLSA Global Portfolio Trading Pte Ltd. Singapore Full 100.0 100.0 97.8 97.8Crédit <strong>Agricole</strong> Cheuvreux Espana S.A. Spain Full 100.0 100.0 97.8 97.8Crédit <strong>Agricole</strong> Cheuvreux International Ltd. United Kingdom Full 100.0 100.0 97.8 97.8Crédit <strong>Agricole</strong> Cheuvreux Nordic AB Sweden Full 100.0 100.0 97.8 97.8Crédit <strong>Agricole</strong> Cheuvreux North America Inc. United States Full 100.0 100.0 97.8 97.8Crédit <strong>Agricole</strong> Chevreux S.A. France Full 100.0 100.0 97.8 97.8Crédit <strong>Agricole</strong> Securities Asia BV (Tokyo) Japan Full 100.0 100.0 97.8 97.8<strong>Le</strong>ase financing companiesCardinalimmo France Full 49.6 49.6 48.5 48.5Financière Immobilière Crédit <strong>Agricole</strong> CIB France Full 100.0 100.0 97.8 97.8Investment companiesBanco Crédit <strong>Agricole</strong> Brasil S.A. Brazil Full 100.0 100.0 97.8 97.8CALYCE P.l.c. United Kingdom Full 100.0 100.0 97.8 97.8CLIFAP France Full 100.0 100.0 97.8 97.8CLINFIM France Full 100.0 100.0 97.8 97.8Compagnie Française de l’Asie (CFA) France Full 100.0 100.0 97.8 97.8Crédit <strong>Agricole</strong> CIB Air Finance S.A. France Full 100.0 100.0 97.8 97.8Page 200 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A03Crédit <strong>Agricole</strong> S.A. Group - Scope of consolidation (a) CountryMethod30 Juin-12% control% interest30-Jun-12 31-Dec-11 30-Jun-12 31-Dec-11Crédit <strong>Agricole</strong> CIB Capital Market Asia BV Netherlands Full 100.0 100.0 97.8 97.8Crédit <strong>Agricole</strong> CIB Finance (Guernsey) Ltd. United Kingdom Full 99.9 99.9 97.7 97.7Crédit <strong>Agricole</strong> CIB Financial Prod. (Guernsey) Ltd. United Kingdom Full 99.9 99.9 97.7 97.7Crédit <strong>Agricole</strong> CIB Global Banking France Full 100.0 100.0 97.8 97.8Crédit <strong>Agricole</strong> CIB Global Partners Inc. Group United States Full 100.0 100.0 97.8 97.8Crédit <strong>Agricole</strong> CIB Holdings Ltd. United Kingdom Full 100.0 100.0 97.8 97.8Crédit <strong>Agricole</strong> CIB UK IH United Kingdom Full 100.0 100.0 97.8 97.8Crédit <strong>Agricole</strong> Securities USA Inc. United States Full 100.0 100.0 97.8 97.8Crédit Lyonnais Securities Asia BV Netherlands Full 100.0 100.0 97.8 96.7Doumer Finance S.A.S. France Full 100.0 100.0 97.8 97.8Ester Finance France Full 100.0 100.0 97.8 97.8Fininvest France Full 98.3 98.3 96.1 96.1Fletirec France Full 100.0 100.0 97.8 97.8I.P.F.O. France Full 100.0 100.0 97.8 97.8Safec E4 Switzerland Not included 100.0 97.8InsuranceCAIRS Assurances S.A. France Full 100.0 100.0 97.8 97.8OtherAylesbury (ex Interco) E3 United Kingdom Not included 100.0 97.8CA Conseil S.A. Luxembourg Full 100.0 100.0 97.8 97.8Calixis Finance France Full 100.0 100.0 97.8 97.8Calliope SRL Italy Full 100.0 100.0 65.5 65.5Crédit <strong>Agricole</strong> Asia Shipfinance Ltd. Hong Kong Full 100.0 100.0 97.8 97.8Crédit <strong>Agricole</strong> CIB Financial Solutions France Full 99.8 99.8 97.5 97.5Crédit <strong>Agricole</strong> CIB Preferred Funding II LLC United States Full 100.0 100.0 99.4 99.5Crédit <strong>Agricole</strong> CIB Preferred Funding LLC United States Full 100.0 100.0 99.6 99.7DGAD International SARL Luxembourg Full 100.0 100.0 97.8 97.8European NPL S.A. Luxembourg Full 60.0 60.0 65.5 65.5Immobilière Sirius S.A. Luxembourg Full 100.0 100.0 97.8 97.8Indosuez Finance Limited United Kingdom Full 100.0 100.0 97.8 97.8Indosuez Holding SCA II Luxembourg Full 100.0 100.0 97.8 97.8Indosuez Management Luxembourg II Luxembourg Full 100.0 100.0 97.8 97.8Island Refinancing SRL Italy Full 100.0 100.0 65.5 65.5LSF Italian Finance Cpy SRL Italy Full 100.0 100.0 65.5 65.5MERISMA France Full 100.0 100.0 97.8 97.8Sagrantino Netherlands Full 100.0 100.0 65.5 65.5Sagrantino Italy SRL Italy Full 100.0 100.0 65.5 65.5Semeru CLSA Capital Partners Pte Ltd. (ex Alcor) O1 Hong Kong Full 78.8 100.0 77.1 97.8SNC Doumer France Full 99.9 99.9 97.7 97.7SPV LDF 65 Luxembourg Full 64.9 64.9 63.5 63.5UBAF France Proportionate 47.0 47.0 46.0 46.0Page 201 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A03Crédit <strong>Agricole</strong> S.A. Group - Scope of consolidation (a) CountryMethod30 Juin-12% control % interest30-Jun-12 31-Dec-11 30-Jun-12 31-Dec-11Crédit <strong>Agricole</strong> S.A.CORPORATE CENTRECrédit <strong>Agricole</strong> S.A. France Mère 100.0 100.0 100.0 100.0Banks and financial institutionsBFC Antilles Guyane France Full 100.0 100.0 95.1 95.1BFT (Banque Financement et Trésorerie) E4 France Not included 100.0 97.8Caisse régionale de Crédit <strong>Agricole</strong> mutuel de la Corse France Full 99.9 99.9 99.9 99.9CL Développement de la Corse France Full 99.9 99.9 99.9 99.9Crédit <strong>Agricole</strong> Home Loan SFH (ex Crédit <strong>Agricole</strong> Covered Bonds) France Full 100.0 100.0 100.0 100.0FIA-NET France Full 50.0 50.0 50.0 50.0Foncaris France Full 100.0 100.0 100.0 100.0Investment companiesCrédit <strong>Agricole</strong> Capital Investissement et Finance (CACIF) France Full 100.0 100.0 100.0 100.0Crédit <strong>Agricole</strong> Private Equity E2 France Not included 100.0 100.0Delfinances France Full 100.0 100.0 100.0 100.0Eurazeo France Equity 25.1 25.4 18.6 18.6IDIA-Sodica France Full 100.0 100.0 100.0 100.0OtherCA Grands Crus France Full 100.0 100.0 82.5 82.5CA Preferred Funding LLC United States Full 100.0 100.0 6.5 6.5CPR Holding (CPRH) France Full 100.0 100.0 100.0 100.0Crédit <strong>Agricole</strong> Cards & Payments (ex CEDICAM) O1 France Full 50.0 50.0 63.0 63.0Crédit <strong>Agricole</strong> Immobilier France Full 100.0 100.0 100.0 100.0Fia Net Europe Luxembourg Full 50.0 50.0 50.0 50.0Finasic France Full 100.0 100.0 100.0 100.0GIE Silca France Full 100.0 100.0 94.9 99.3S.A.S. Evergreen <strong>Mo</strong>ntrouge France Full 100.0 100.0 100.0 100.0SCI D2 CAM France Full 100.0 100.0 100.0 100.0SCI Max Hymans France Full 100.0 100.0 100.0 100.0SCI Pasteur 3 France Full 100.0 100.0 100.0 100.0SCI Quentyvel France Full 100.0 100.0 100.0 100.0SCI Raspail France Full 100.0 100.0 100.0 100.0SIS (Société Immobilière de la Seine) France Full 72.9 72.9 79.8 79.8SNC Kalliste Assur France Full 100.0 100.0 99.9 99.9UI Vavin 1 France Full 100.0 100.0 100.0 100.0Unibiens France Full 100.0 100.0 100.0 100.0Uni-Edition France Full 100.0 100.0 100.0 100.0Tourism - property developmentCrédit <strong>Agricole</strong> Immobilier Entreprise (ex CA Immobilier Promotion) O1 France Full 100.0 100.0 100.0 100.0Crédit <strong>Agricole</strong> Immobilier Résidentiel (ex <strong>Mo</strong>nné Decroix Promotion SAS)O1 France Full 100.0 100.0 100.0 100.0<strong>Mo</strong>nné-Decroix Courtage S.A.S. E4 France Not included 100.0 100.0<strong>Mo</strong>nné-Decroix Gestion S.A.S. France Full 100.0 100.0 100.0 100.0<strong>Mo</strong>nné-Decroix Résidences S.A.S. France Full 100.0 100.0 100.0 100.0Selexia S.A.S. France Full 100.0 100.0 100.0 100.0Page 202 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A03Crédit <strong>Agricole</strong> S.A. Group - Scope of consolidationInclusions (I) into the scope of consolidation :I1 : Breach of threasholdI2 : CreationI3 : Acquisition (including controlling interests)Exclusions (E) from the scope of consolidation :E1 : Discontinuation of business (including dissolution and liquidation)E2 : Sale to non-Group companies or deconsolidation following loss of controlE3 : Deconsolidated due to non-materialityE4 : Merger or takeoverE5 : Transfer of all assets and liabilitiesOther:O1 : Change of company nameO2 : Change in consolidation methodO3 : First time listed in the Note on scope of consolidationPage 203 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A032. Statutory auditors report on the half year financialinformationPeriod January 1 to June 30 2012This is a free translation into English of the statutory auditors' review report on the interim condensedconsolidated financial statements issued in French and it is provided solely for the convenience ofEnglish-speaking users. This report should be read in conjunction with and construed in accordancewith French law and professional standards applicable in France.This report also includes information relating to the specific verification of information given in theGroup’s interim management report.To the Shareholders,In compliance with the assignment entrusted to us by the Shareholder’s meeting and in accordancewith article L.451-1-2 III of the French monetary and financial code (code monétaire et financier), wehereby report to you on:our review of the accompanying interim condensed consolidated financial statements of Crédit<strong>Agricole</strong> S.A., for the period January 1st to June 30, 2011, andthe verification of the information contained in the interim management report.These interim condensed consolidated financial statements are the responsibility of the board ofdirectors. Our role is to express a conclusion on these financial statements based on our review.1. Conclusion on the financial statementsWe conducted our review in accordance with the professional standards applicable in France. Areview consists of making inquiries, primarily of persons responsible for financial and accountingmatters, and applying analytical and other review procedures. A review is substantially less in scopethan an audit conducted in accordance with the professional standards applicable in France andconsequently does not enable us to obtain assurance that the financial statements, taken as a whole,are free from material misstatements, as we would not become aware of all significant matters thatmight be identified in an audit. Accordingly, we do not express an audit opinion.Based on our review, nothing has come to our attention that causes us to believe that these interimcondensed consolidated financial statements are not prepared in all material respects in accordancewith IAS 34 – IFRS as adopted by the European Union applicable to interim financial information.2. Specific verificationWe have also verified the information provided in the interim management report in respect of theinterim condensed consolidated financial statements that were the object of our review.We have no matters to report on the fairness and consistency of this information with the interimcondensed consolidated financial statements.Neuilly-sur-Seine, August 29, 2012The statutory auditorsFrench original signed byPricewaterhouseCoopers AuditCatherine ParisetERNST & YOUNG et AutresValérie MeeusPage 204 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A03Additional informationCOMPOSITION OF THE MANAGEMENT COMMITTEEAt 31 August 2012Jean-Paul CHIFFLETJean-Yves HOCHERBruno de LAAGEMichel MATHIEUXavier MUSCAJoseph d’AUZAYPierre DEHEUNYNCKBernard DELPITAlain DESCHÊNESPhilippe DUMONTOlivier GAVALDAJérôme GRIVETYves NANQUETTEYves PERRIERHubert REYNIERChief Executive OfficerDeputy Chief Executive Officer,Head of Corporate and investment banking and private bankingDeputy Chief Executive Officer,Head of Retail banking in France, Specialised financial services andpayment systems and flowsDeputy Chief Executive Officer,Head of Group Central functionsDeputy Chief Executive Officer,Head of International retail banking, asset management and insuranceCorporate secretary of Crédit <strong>Agricole</strong> S.A.Head of Group Human ResourcesGroup Chief Financial OfficerHead of Group IT and industrial projectsChief Executive Officer of Crédit <strong>Agricole</strong> Consumer FinanceHead of Regional Banks divisionChief Executive Officer of Crédit <strong>Agricole</strong> AssurancesChief Executive Officer of LCLHead of Asset management, securities and asset servicingHead of Group Risk Management and Permanent ControlsPage 205 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A03COMPOSITION OF THE EXECUTIVE COMMITTEEAt 31 August 2012Jean-Paul CHIFFLETJean-Yves HOCHERBruno de LAAGEMichel MATHIEUXavier MUSCAJoseph d’AUZAYJean-Paul BETBÈZEJérôme BRUNELPierre CAMBEFORTFrancis CANTERINIPhilippe CARAYOLPierre DEHEUNYNCKBernard DELPITAlain DESCHÊNESPhilippe DUMONTJulien FONTAINEChristophe GANCELOlivier GAVALDAJérôme GRIVETChief Executive OfficerDeputy Chief Executive Officer,Head of Corporate and investment banking and private bankingDeputy Chief Executive Officer,Head of Retail banking in France, Specialised financial services andpayment systems and flowsDeputy Chief Executive Officer,Head of Group Central functionsDeputy Chief Executive Officer,Head of International retail banking, asset management and insuranceCorporate Secretary of Crédit <strong>Agricole</strong> S.A.Chief EconomistHead of Public affairsDeputy Chief Executive Officer of Crédit <strong>Agricole</strong> Corporate andInvestment BankDeputy Chief Executive Officer of Crédit <strong>Agricole</strong> Corporate andInvestment BankChief Executive Officer of Crédit <strong>Agricole</strong> <strong>Le</strong>asing & FactoringHead of Group Human ResourcesGroup Chief Financial OfficerHead of Group IT and industrial projectsChief Executive Officer of Crédit <strong>Agricole</strong> Consumer FinanceHead of Group StrategyHead of Private bankingHead of Regional Banks divisionChief Executive Officer of Crédit <strong>Agricole</strong> AssurancesJean-Christophe KIREN Head of payment systems and flowsGiampiero MAIOLIYves NANQUETTEMarc OPPENHEIMYves PERRIERHubert REYNIERAlain STRUBHead of Crédit <strong>Agricole</strong> S.A. Group in ItalyChief Executive Officer of LCLHead of International retail bankingHead of Asset management, securities and asset servicingHead of Group Risk Management and Permanent ControlsChief Executive Officer of Emporiki BankPage 206 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A03MEMORANDUM AND ARTICLES OF ASSOCIATION.Crédit <strong>Agricole</strong> S.A.A French company (“société anonyme”) with a share capital of EUR 7,494,061,611Registered office: 12, Place des Etats-Unis (92127) MONTROUGE CedexRegistered with the Paris Trade and Company Registryunder number 784 608 416Updated version of 1 July 2012 integrally reproduced hereunderARTICLES OF ASSOCIATIONARTICLE 1 – FORMCrédit <strong>Agricole</strong> S.A. (the “Company”) is a French company (“société anonyme”) with a Board ofDirectors (“Conseil d’administration”) governed by ordinary corporate law, notably Book II of theFrench Commercial Code.Crédit <strong>Agricole</strong> S.A. is also subject to the provisions of the <strong>Mo</strong>netary and Finance Code, in particularArticles L.512-47 et seq., and those provisions of former Book V of the Rural Code which have notbeen repealed, and Act No. 88-50 of 18 January 1988 concerning the Reorganisation of the CaisseNationale de Crédit <strong>Agricole</strong> as a Mutual Company.Prior to the Extraordinary General Meeting of 29 November 2001, the Company was called “CaisseNationale de Crédit <strong>Agricole</strong>”, abbreviated “C.N.C.A.”The Company was born of the transformation of the Caisse Nationale de Crédit <strong>Agricole</strong>, an“Établissement Public Industriel et Commercial”, following the merger of the Mutual Guarantee Fund ofthe Caisses Régionales de Crédit <strong>Agricole</strong> Mutuel (the Regional Banks); it continues to hold all of therights, obligations, guarantees and security interests of those legal entities prior to their transformation;it exercises all rights relating to mortgages granted in favour of the State.ARTICLE 2 – NAMEThe name of the Company is: Crédit <strong>Agricole</strong> S.A.In all deeds and documents of the Company that are intended for third parties, the corporate nameshall be immediately preceded or followed by the words “Société Anonyme” or the initials “S.A.”, “régiepar le livre deuxième du Code de commerce et par les dispositions du Code monétaire et financier”(“governed by Book II of the French Commercial Code and the provisions of the <strong>Mo</strong>netary andFinance Code”) and by the amount of the share capital.ARTICLE 3 – OBJECTCrédit <strong>Agricole</strong> S.A. has for object to facilitate and promote the activities and development of theCaisses Régionales de Crédit <strong>Agricole</strong> Mutuel and the Crédit <strong>Agricole</strong> Group. In furtherance of thispurpose:1. Crédit <strong>Agricole</strong> S.A. operates as a central financial institution and ensures that the Group actsas a single financial unit in its dealings with third parties with the object of optimising the financialmanagement of funds and, in return, the allocation of the financial resources so collected.Crédit <strong>Agricole</strong> S.A. collects and manages the excess deposits and savings of the Regional Banks, aswell as savings collected by such Banks on its behalf.Page 207 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A03Crédit <strong>Agricole</strong> S.A. grants facilities to the Regional Banks to permit the funding of their medium andlong-term loans. It ensures that the transformation risks pertaining to the Company, its subsidiariesand the Regional Banks are assumed. It implements the mechanisms for guaranteeing transactions bythe Caisses Régionales de Crédit <strong>Agricole</strong> Mutuel. In its own name and on behalf of the companies inthe Crédit <strong>Agricole</strong> Group, Crédit <strong>Agricole</strong> S.A. negotiates and enters into domestic and internationalagreements which may affect the credit of the Group. It executes all nation-wide agreements with theState.2. In France and abroad, Crédit <strong>Agricole</strong> S.A. performs all types of banking, financial, credit,investment or securities transactions and related services under the <strong>Mo</strong>netary and Finance Code,guaranty, arbitrage, brokerage and commission transactions, whether for its own account or for theaccount of others, without infringing on the remit of the Caisses Régionales de Crédit <strong>Agricole</strong> Mutuel.3. In accordance with the provisions of the <strong>Mo</strong>netary and Finance Code, as the Central Organ ofCrédit <strong>Agricole</strong> Mutuel, Crédit <strong>Agricole</strong> S.A. ensures the cohesion of the Crédit <strong>Agricole</strong> Mutuelnetwork, the proper operation of the credit institutions that are a part thereof, and compliance by suchinstitutions with the applicable laws and regulations by exercising administrative, technical andfinancial supervision thereof; it guarantees the liquidity and solvency of the entire network and allinstitutions affiliated therewith.And, as a general matter, Crédit <strong>Agricole</strong> S.A. engages in all types of commercial, financial, personaland real property transactions and provides all services directly or indirectly related to its purpose,provided that they are in furtherance thereof.ARTICLE 4 – REGISTERED OFFICEThe registered office of the Company is situated at 12 Place des Etats-Unis, 92127 <strong>Mo</strong>ntrouge Cedex.ARTICLE 5 – DURATIONThe Company, born out of the transformation described in the last paragraph of Article 1 of theseArticles of Association, shall terminate on 31 December 2086 unless extended or dissolved in advanceby the Shareholders at an Extraordinary General Meeting.ARTICLE 6 – SHARE CAPITALThe share capital of the Company is €7,494,061,611 divided into 2,498,020,537 Ordinary Shares witha par value of €3, all of them paid up in full.In accordance with the applicable laws and regulations, non-voting Preferred Shares with the rightsdefined by these Articles of Association may be created and issued pursuant to Articles L.228-11 etseq. of the French Commercial Code.Several classes of Preferred Shares may be created with different characteristics, with respect, interalia, to (i) their Issue Date; (ii) their Issue Price; and (iii) their Rate. Consequently, the corporate bodythat shall decide to issue Preferred Shares shall amend this Article 6, “Share capital”, accordingly, inorder to specify the designation (A,B,C, etc.) and the characteristics of the class issued in this manner,and in particular, those characteristics referred to in items (i) to (iii) above.For purposes of these Articles of Association:• “Ordinary Shares” means the Ordinary Shares of the Company;• “Preferred Shares” means the non-voting Preferred Shares, regardless of class, that may beissued by the Company and their attached rights, as defined in these Articles of Association;• “Shares” means Ordinary Shares and Preferred Shares collectively;• “Meeting” means any General Meeting or Special Meeting;Page 208 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A03• “General Meeting” means the General Meeting of Ordinary Shareholders in which PreferredShareholders may participate;• “Extraordinary General Meeting” means the General Meeting convened to vote onextraordinary business;• “Ordinary General Meeting” means the General Meeting convened to vote on ordinarybusiness;• “Special Meeting” means the Special Meeting of holders of a given class of PreferredShares;• “Issue Date” means, for a given class of Preferred Shares, the date of issue of the PreferredShares of the relevant class;• “Issue Price” means, for a given class of Preferred Shares, the Issue Price per PreferredShare in the relevant class, or its par value plus any share premium;• “Adjusted Issue Price” means, for a given class of Preferred Shares, the Issue Price, lessany amount that may be paid and/or the value of any asset, as determined by an expert appointed bythe Board of Directors (or, failing which, by an order of the Presiding Judge of the Paris CommercialCourt ruling in summary proceedings in accordance with Article 1843-4 of the French Civil Code), duefor each outstanding Preferred Share in the given class following a capital reduction not due to losses;• The “Rate” means the Rate set by the relevant corporate body at the time of the issue ofPreferred Shares and used as a basis for determining the Preferred Dividend, it being specified thatthis shall equal the average of the 10-year Constant Maturity Treasury (CMT) (yield on a 10-yeargovernment bond) (or any other index that may be substituted for the 10-year CMT) over the threebusiness days preceding the date of the decision to issue the shares, plus a margin of no more than12%.In the event of a stock split or reverse split applying to Ordinary Shares, the split or reverse split shallalso apply to the Preferred Shares under the same conditions and their characteristics shall beadjusted automatically. <strong>Mo</strong>re specifically, the new dividend rights and the new Adjusted Issue Price ofthe Preferred Shares belonging to a given class shall be the same as the dividend rights and AdjustedIssue Price, as the case may be, of the given class, in effect before the beginning of the transactionmultiplied by the ratio obtained by dividing (i) the number of Preferred Shares in the given classincluded in the share capital before the transaction by (ii) the number of Preferred Shares in the givenclass included in the share capital after the transaction.In the event of a bonus issue of Preferred Shares to the holders of Preferred Shares by thecapitalisation of any share premiums and/or of the legal reserve, the characteristics of the PreferredShares shall be adjusted automatically. <strong>Mo</strong>re specifically, the new dividend rights and the newAdjusted Issue Price of the Preferred Shares of a given class shall be the same as the dividend rightsand Adjusted Issue Price, as the case may be, of the given class, in effect before the beginning of thetransaction multiplied by the ratio obtained by dividing (i) the number of Preferred Shares in the givenclass included in the share capital before the transaction by (ii) the number of Preferred Shares in thegiven class included in the share capital after the transaction. No adjustment shall be made in theevent of an increase in the nominal value by capitalisation of any share premiums and/or of the legalreserve.ARTICLE 7 – CHANGES IN THE SHARE CAPITAL: CAPITAL INCREASES, REDUCTIONS ANDREDEMPTIONSA. Capital increases1. The share capital may be increased by any method and in any manner authorised by law.2. The Extraordinary General Meeting shall have exclusive authority to decide whether toincrease the share capital or to authorise such a decision, pursuant to the applicable laws andregulations and subject to the provisions pertaining to payment of the dividend in Shares provided inPage 209 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A03paragraph 9 of Article 31, “Determination, allocation and distribution of profit” of the Articles ofAssociation.3. Pursuant to the applicable laws and regulations, holders of Ordinary Shares have a preemptiveright to subscribe for Shares and securities granting rights to Shares in the Company, inproportion to the quantity of Ordinary Shares that they own.The Preferred Shares do not have pre-emptive rights to subscribe to any subsequent issue of Sharesand securities granting a right to shares in accordance with the option provided in Article L.228-11,paragraph 5 of the French Commercial Code.4. The holders of Preferred Shares shall not benefit from capital increases resulting from a bonusissue of new Shares or by an increase in the nominal amount of Ordinary Shares outstanding resultingfrom the capitalisation of reserves (other than the legal reserve) or earnings, or the bonus issue ofsecurities granting rights to Shares as part of a bonus issue for Ordinary Shareholders. However, inthe event of a capital increase by means of a bonus issue of new Shares or by an increase in thenominal amount of outstanding Ordinary Shares through capitalisation of any share premiums or of thelegal reserve, the Ordinary Shareholders and the Preferred Shareholders shall be entitled to subscribeto the capital increase in proportion to their rights to the Notional Capital (as defined in Article 31,“Determination, allocation and distribution of profit” of the Articles of Association) and, with respect tothe Preferred Shares, up to a maximum of the positive difference between their Adjusted Issue Priceand their par value (i.e., the total amount of increases in the nominal value of the Preferred Shares, orthe total nominal amount of any new Preferred Shares issued by capitalisation of any share premiumsand/or of the legal reserve shall not exceed the product of (i) the positive difference between theirAdjusted Issue Price and their par value multiplied by (ii) the number of Preferred Shares outstandingcalculated at the date on which the relevant capital increase was effected). If the capital increase iseffected by a bonus issue of new Shares, the new Shares awarded for no consideration shall be of thesame class as the Shares that entitled the holder to the award of bonus shares.5. In-kind contributions must be approved by the Extraordinary General Meeting, pursuant to theapplicable laws and regulations.B. Capital reductions1. Capital reductions are decided or authorised by the Extraordinary General Meeting, which maydelegate to the Board of Directors all powers for purposes of carrying out capital reductions. Thisexcludes capital reductions following a Preferred Share buyback effected under the terms of Article 32of the Articles of Association, “Repurchases of Preferred Shares by the Company”, paragraph B,“Option to repurchase Preferred Shares at the Company’s initiative”, which may be decided by theBoard of Directors.2. Any capital reduction due to losses is allocated to the share capital among the different Sharesin proportion to the percentage of share capital they represent.Losses shall first be charged against the following accounts, in the following order: 1) retainedearnings, 2) distributable reserves, 3) other reserves, 4) statutory reserves, 5) any share premiums, 6)the legal reserve, and 7) equity.3. The Company may carry out capital reductions for reasons other than losses under theconditions stipulated by laws and regulations, to be allocated among Ordinary Shares and PreferredShares in the proportions that it shall determine.Page 210 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A03C. Redemption of the share capitalThe share capital may be redeemed in accordance with Articles L.225-198 et seq. of the FrenchCommercial Code.ARTICLE 8 – FORM OF SHARESThe Shares may be in registered or bearer form, at the holders’ election, subject to applicablestatutory and regulatory provisions.They shall be registered in shareholders’ accounts on the terms and conditions provided for by law.They may be transferred between accounts.ARTICLE 9 – DECLARATIONS REGARDING REACHING THRESHOLDS AND SHAREHOLDERIDENTIFICATIONA. Declarations regarding reaching thresholdsWithout prejudice to the ownership threshold disclosures provided by law and applicable to OrdinaryShares and Preferred Shares, any person or legal entity, acting solely or with others, who directly orindirectly comes into possession of a number of Ordinary Shares representing 1% of the share capitalor voting rights must inform the Company, by recorded delivery with advice of delivery, at its registeredoffice, within five days of the date on which the shares enabling such person to reach or breach saidthreshold were registered, of the total number of Ordinary Shares and the number of voting rights itowns, as well as the total number of securities which may grant rights to the Company’s equity in thefuture, any voting rights which may be attached thereto, and the total number of Preferred Shares itowns.The said declaration must be renewed as set forth above each time that the number of shares orvoting rights attains a multiple of a 1% threshold (through either a purchase or sale of shares) of thetotal shares or voting rights.If a Shareholder has not issued the required declarations as set forth above, he shall lose his right tovote on the Ordinary Shares exceeding the level which should have been reported, as provided for bylaw, if one or more holders of Ordinary Shares representing at least 2% of the shares or voting rightsso request during a General Meeting.B. Shareholder identificationIn accordance with applicable laws and regulations, and in order to identify the holders of bearersecurities, the Company shall have the right to request at any time, at its expense, that the centralcustodian of its securities account provide the name, nationality, year of birth or formation, and theaddress of the holders of securities which provide a present or future right to vote at its GeneralMeetings and Special Meetings, as well as the number of securities held by each and the restrictions,if any, which may apply to the said securities.Based on the list provided by the central custodian, and subject to the same terms and conditions, theCompany shall have the right to request, either from said central custodian or directly from the personson the list who the Company feels may be acting as intermediaries on behalf of third party, theinformation regarding said securities holders set forth in the preceding paragraph.If they are intermediaries, said persons must disclose the identity of the holders of said securities. Theinformation should be provided directly to the financial intermediary that maintains the account andsaid entity must then transmit the information to the Company or to the central custodian.Page 211 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A03For registered securities, the Company shall also have the right at any time to request that theintermediary that has registered on behalf of third parties disclose the identity of the holders of saidsecurities and the number of securities held by each of them.For so long as the Company feels that certain holders of securities (whether registered or bearer), theidentity of which has been provided to it, are holding said securities on behalf of third parties, it shallhave the right to request said holders to disclose the identity of the owners of the securities as set forthabove and the number of securities held by each of them.After the information set forth above has been requested, the Company shall have the right to requestany legal entity which holds more than one-fortieth of the share capital or voting rights of the Companyto disclose to the Company the identity of the persons who directly or indirectly hold more than onethirdof the share capital or voting rights (which are exercised at General Meetings) of the said legalentity.If a person who has been the subject of a request in accordance with the provisions of the presentArticle 9.B. fails to disclose the requested information within the legally required period or disclosesincomplete or incorrect information regarding its capacity or the holders of the securities, or thenumber of securities held by each of them, the Shares or securities which give rise to present or futurerights to the Company’s share capital which said person has registered, shall immediately lose theirvoting rights at any General Meeting or Special Meeting until complete information has been provided.Dividend payments shall also be suspended until that date.In addition, in the event that the registered person deliberately misconstrues the above provisions, thecourt which has territorial jurisdiction over the Company’s registered office may, at the request of theCompany or of one or more Shareholders holding at least 5% of the share capital, revoke in whole orin part the voting rights regarding which the information was requested and, possibly, thecorresponding dividend payment of the Shares, for a period which may not exceed five years.ARTICLE 10 – INDIVISIBILITY OF THE SHARES; RIGHTS AND OBLIGATIONS ATTACHED TO HESHARESA. Indivisibility of the SharesThe Shares are indivisible with regard to the Company.Voting rights attached to the Ordinary Shares are exercised by the beneficial owner at OrdinaryGeneral Meetings and by the legal owner at Extraordinary General Meetings.Voting rights attached to the Preferred Shares are exercised by the legal owner at Special Meetings ofholders of the relevant class of Preferred Shares.The joint owners of indivisible Shares are represented at General Meetings or Special Meetings, asthe case may be, by one of them or by a single representative. In the event of a dispute, theirrepresentative shall be appointed by the Court at the request of the first joint owner to refer this matterto the Court.The right to the award of new Shares following the capitalisation of reserves, profits or any sharepremiums belongs to the legal owner, subject to the rights of the beneficial owner.B. Rights and obligations attached to the Shares1. Ownership of a Share automatically entails compliance with the Articles of Association and,subject to the stipulations contained in Article 29, “Special Meetings” herein, with resolutions dulyadopted by General Meetings.2. Each Ordinary Share gives the holder the same right of ownership in the Company’s assetsand profits, as defined in Article 34 “Dissolution - Liquidation” and Article 31 “Determination, allocationand distribution of profit” herein.Each Ordinary Share gives the holder the right to attend General Meetings and to vote therein, underthe conditions set forth by law and by the Articles of Association. Each Ordinary Share shall give thePage 212 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A03holder the right to cast one vote at General Meetings. An Ordinary Share does not give the holder theright to attend Special Meetings or to vote therein.3. Each Preferred Share of the same class gives the holder the same rights to the Company’sassets and profits, as defined in Article 34 “Dissolution-Liquidation” and Article 31 “Determination,allocation and distribution of profit” herein.Preferred Shares do not give their holders the right to vote at General Meetings.Each Preferred Share of a given class gives the holder the right to attend General Meetings and toattend and to vote in Special Meetings of the holders of the relevant class of Preferred Shares, underthe conditions stipulated by law and by the Articles of Association. Preferred Shares of a given classdo not give the holder the right to attend or to vote in Special Meetings of holders of other classes ofPreferred Shares.4. Whenever it is necessary to hold several Shares to exercise a given right, such as in the caseof an exchange, consolidation or allocation of Shares, or as a result of an increase or reduction of theshare capital regardless of whether this is due to accumulated losses, or in the case of a merger orother corporate transaction, the holders of individual Shares, or those who do not own the requirednumber of Shares, may exercise such rights only if they personally arrange for the consolidation of theShares and purchase or sell the required number of Shares or fractional Shares, where necessary.ARTICLE 11 – BOARD OF DIRECTORS1. The Company shall be governed by a Board of Directors composed of between 3 and 21members, of which:• at least 3 and no more than 18 directors shall be elected by the GeneralMeeting in accordance with the provisions of Article L.225-18 of the French Commercial Code;• one director representing the professional agricultural organisations, shall be appointed inaccordance with the provisions of Article L.512-49 of the <strong>Mo</strong>netary and Finance Code; and• 2 directors shall be elected by the staff in accordance with Articles L.225-27 to L.225-34 of theFrench Commercial Code.The following individuals may also attend Board Meetings in an advisory capacity:• non-voting Board Members appointed in accordance with Article 12 of these Articles ofAssociation; and• one member of the Works Council designated thereby.In the event that one of the positions held by the directors elected by the staff or by the director whorepresents the professional agricultural organisations becomes vacant, the Board Members elected bythe General Meeting may validly convene the Board of Directors.The age limit for directors is 65. When a director reaches the age of 65, he will be deemed to haveresigned at the end of the next Ordinary General Meeting of Shareholders.2. Directors elected by the General Meeting of Shareholders.Directors elected by the General Meeting of Shareholders shall be natural persons or legal entities.The term of office of directors is three years. However, a director appointed to replace another directorwhose term of office has not yet expired shall remain in office only for the balance of his predecessor’sterm.Directors who are natural persons may not be elected to more than four consecutive terms of office.However, if a director is appointed to replace an outgoing director whose term of office has not yetexpired, the director appointed for the remainder of the outgoing director’s term may seek a fifth term,Page 213 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A03for a period not exceeding four consecutive terms of office. He will be deemed to have resigned at theend of the next Ordinary General Meeting following the twelfth anniversary of his first appointment.A director’s duties shall terminate at the end of the Ordinary General Meeting called to consider theaccounts for the previous financial year that is held during the year in which such director’s termexpires.With the exception of the directors elected by the staff and the director who represents theprofessional agricultural organisations, one third of the seats of the directors elected by the GeneralMeeting of Shareholders (or the nearest whole number, with the last group adjusted as necessary)shall turn over each year at the Ordinary General Meeting of Shareholders so that all seats turn overevery three years.If the number of elected directors is increased, lots shall be drawn (if necessary and prior to the firstOrdinary General Meeting following the date on which said directors assume their seats) to determinethe order in which said seats will turn over. The partial term of the directors selected by the drawing oflots shall be disregarded when determining whether they have reached the four-term limit.3. Director representing the professional agricultural organisations.The term of office of the director representing the professional agricultural organisations is three years.He may be re-appointed or removed at any time by the authority that appointed him.4. Directors elected by the staff.The status and procedures for the election of the directors elected by the staff are set out in L.225-27et seq. of the French Commercial Code in the following provisions:The term of office of the two directors elected by the staff is three years. Their duties terminate on thethird anniversary of the date of their election and the Company shall take all steps necessary to hold anew election within the three-month period prior to the expiration of the term of said directors.They may not be elected to more than four consecutive terms.One of the directors is elected by the managerial staff, whilst the other is elected by the otheremployees of the Company.In the event that the seat of a director elected by the staff falls vacant as a result of his death,resignation, removal or the termination of his employment contract, his successor shall take officeimmediately. If there is no successor able to carry out the director’s duties, a new election shall beheld within three months.The first ballot of the election of directors by the staff shall be conducted in accordance with thefollowing procedures:The lists of voters, indicating their respective surnames, given names, dates and places of birth anddomiciles, are prepared by the Chief Executive Officer and posted at least five weeks prior to theelection date. One list of voters is prepared for each of the two groups. Within fifteen days after thelists are posted, any voter may submit a request to the Chief Executive Officer either that another voterwho was omitted be registered, or that another voter who was erroneously registered be removed fromthe list. Within the same time period, any person whose name was omitted may also submit a requestfor registration.The candidates must belong to the group whose votes they are seeking.In each group of voters, each announcement of a candidacy must specify not only the name of thecandidate, but also the name of any successor.The Chief Executive Officer closes and posts the lists of candidates at least three weeks prior to theelection date.In the absence of a candidate for a given group, the seat of the director representing such group shallremain vacant for the entire term for which it would have been filled.Results are recorded in minutes which shall be posted no later than three days after voting is closed.The Company shall keep a copy of the minutes in its records.Page 214 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A03The organisation of elections and their requirements are determined by the Chief Executive Officerand shall be posted no less than five weeks prior to the date of the election.Voting procedures are determined by Articles L.225-28 et seq. of the French Commercial Code. Anyvoter may vote either in person at the locations provided for that purpose, or by mail.If no candidate for a given group obtains a majority of the votes cast on the first ballot, a second ballotshall be held within fifteen days.ARTICLE 12 – NON-VOTING DIRECTORSUpon recommendation from the Chairman, the Board of Directors may appoint one or more non-votingdirectors.Non-voting directors shall be notified of and participate at meetings of the Board of Directors in anadvisory capacity.They are appointed for a term of three years and may not be reappointed for more than four terms.They may be dismissed by the Board at any time.In consideration of services rendered, they may be remunerated as determined by the Board ofDirectors.ARTICLE 13 – DIRECTORS’ SHARESEach director must own at least one Ordinary Share. If, on the date of his appointment or during histerm of office, a director does not own or no longer owns at least one Ordinary Share and fails tocorrect this situation within three months, he will be deemed to have resigned.ARTICLE 14 – DELIBERATIONS OF THE BOARD OF DIRECTORS1. The Board of Directors shall meet as often as the interests of the Company so require, uponnotice by its Chairman, by any person authorised for that purpose by the Board of Directors, or by atleast one-third of its members to address a specific agenda if the last meeting was held more than twomonths previously.If necessary, the Chief Executive Officer may request the Chairman to call a meeting of the Board ofDirectors to address a specific agenda.Meetings may be held at the registered office or at any other place specified in the notice of themeeting.Generally, notice of a meeting shall be given at least three days in advance by letter or by any othermeans. However, if all of the directors so agree, notice may be given orally and need not be inadvance.Notices of meetings shall set forth the principal items of business on the agenda.2. The physical presence of at least one half of the directors is required for deliberations to bevalid.At the Chairman’s request, employees in positions of responsibility in the group may attend BoardMeetings.A majority of the votes of the directors present or represented is required for a resolution to pass. Eachdirector has one vote and is not authorised to represent more than one of his fellow directors.The Chairman shall have the casting vote in the event of a tie.Page 215 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A03The directors and any individuals requested to attend the Board of Directors’ Meetings must exercisediscretion with respect to the Board’s deliberations and any confidential information and documentsdescribed as such by the Chairman of the Board of Directors.ARTICLE 15 – POWERS OF THE BOARD OF DIRECTORSThe Board of Directors determines and ensures compliance with the business focus of the Company.Except for the powers expressly reserved to the General Meeting of Shareholders and within the limitsestablished by the Company’s purpose, the Board of Directors is responsible for all issues related tothe Company’s operations and business. In its relations with third parties, the Company may be boundby the acts of the Board of Directors which fall outside the Company’s object unless the Company canprove that the said third party knew that the act was ultra vires or that it could not have been unaware,in light of the circumstances, that the act was ultra vires. The publication of the Articles of Associationshall not constitute proof thereof.The Board of Directors may conduct any inspections or audits that it deems necessary. Each directorshall receive the information necessary to accomplish the Board’s duties; management shall furnish toany director those documents that the said director deems necessary or appropriate.The Board may decide to set up various committees to examine issues raised by itself or its Chairmanand render an opinion.The Board shall be responsible for determining the composition and powers of committees which dotheir work under its authority.ARTICLE 16 – CHAIRMANSHIP OF THE BOARD OF DIRECTORSIn accordance with Article L.512-49 of the <strong>Mo</strong>netary and Finance Code, the Board of Directors shallelect a Chairman from among its members who are directors of a Caisse Régionale de Crédit <strong>Agricole</strong>Mutuel and shall fix his term of office, which may not exceed his term of office as a director.The Board of Directors shall elect one or more Vice-Chairmen whose term shall also be established bythe Board, but which may not exceed his (their) term of office as a director.The Chairman of the Board of Directors represents the Board of Directors. He organises and directsthe activities thereof and reports to the General Meeting on its activities.He is responsible for the proper operation of the Company’s entities, and, in particular, insures thatdirectors are able to fulfil their duties.As an exception to the provisions of the last paragraph of Article 11-1, the age limit for serving asChairman of the Board of Directors is 67. Subject to this age limit, and as an exception to theprovisions of Article 11-2, paragraph 3 of the Articles of Association, a serving Chairman may seek afifth consecutive term of office.ARTICLE 17 – GENERAL MANAGEMENTA. Chief Executive OfficerIn accordance with Article L.512-49 of the <strong>Mo</strong>netary and Finance Code, the Board of Directorsappoints the Chief Executive Officer of the Company and may terminate his appointment.The Chief Executive Officer shall enjoy the broadest powers to act in all cases on behalf of theCompany. He may exercise his authority within the limits of the Company’s object and subject to thatauthority expressly reserved to General Meetings and to the Board of Directors.He represents the Company in its relations with third parties.The Company shall be bound by those actions of the Chief Executive Officer which are ultra viresunless the Company can prove that the said third party knew that the act was ultra vires or that it couldPage 216 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A03not have been unaware, in light of the circumstances, that the act was ultra vires. Publication of theArticles of Association shall not constitute proof thereof.Provisions of the Articles of Association and decisions of the Board of Directors that limit the ChiefExecutive Officer’s powers are not binding on third parties.He shall attend the meetings of the Board of Directors.He shall appoint all employees and fix their compensation.He may delegate part of his authority to as many individuals as he deems advisable.B. Deputy Chief Executive OfficersUpon recommendation of the Chief Executive Officer, the Board of Directors may appoint one or morepersons responsible for assisting the Chief Executive Officer who shall have the title “Deputy ChiefExecutive Officer” (“Directeur général délégué”).There may not be more than five Deputy Chief Executive Officers.With the consent of the Chief Executive Officer, the Board of Directors shall determine the scope andterm of the authority granted to the Deputy Chief Executive Officers.Deputy Chief Executive Officers shall have the same authority as the Chief Executive Officer withrespect to third parties.In the event that the Chief Executive Officer ceases or is unable to perform his duties, the DeputyChief Executive Officers shall continue to perform their duties until the appointment of a new ChiefExecutive Officer, unless the Board of Directors decides otherwise.ARTICLE 18 – GENERAL PROVISION ON AGE LIMITSAny officer or director who reaches the age limit set by the Articles of Association or the law shall bedeemed to have resigned at the close of the Annual General Meeting of Shareholders that follows saidanniversary date.ARTICLE 19 – DIRECTORS’ REMUNERATIONThe General Meeting may elect to pay directors’ fees. The Board of Directors shall allocate any suchfees as it deems fit.ARTICLE 20 – STATUTORY AUDITORSAudits of the accounts shall be exercised in accordance with the law by two Statutory Auditorsappointed by the Ordinary General Meeting of Shareholders; the Meeting shall also appoint twoalternate Statutory Auditors.The term of office of the Statutory Auditors shall be six financial years.Statutory Auditors whose term of office expires may be re-appointed.The Statutory Auditors may act jointly or separately, but must submit a joint report on the Company’saccounts. They must submit their report to the Annual Ordinary General Meeting of Shareholders.ARTICLE 21 – SHAREHOLDERS’ MEETINGSCollective resolutions shall be adopted at General Meetings which are either ordinary or extraordinarydepending on the decisions they are called upon to take.Holders of Preferred Shares are entitled to attend General Meetings but do not have the right to votetherein.All of the Shareholders in a single class convene in Special Meetings to vote on any modification tothe rights attached in that class.Page 217 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A03Subject to the provisions of Article 29, “Special Meetings” hereunder, decisions adopted at GeneralMeetings are binding on all Shareholders.ARTICLE 22 – NOTICE AND VENUE OF SHAREHOLDERS’ MEETINGSMeetings of Shareholders shall be convened and shall deliberate in accordance with the applicablelaws and regulations.Meetings of Shareholders may be held at the registered office or at any other place specified in thenotice of the meeting.ARTICLE 23 – AGENDA AND MINUTES OF MEETINGSThe person calling the Meeting shall draft the agenda for the Meeting in accordance with theapplicable laws and regulations.Minutes must be drawn up and copies or extracts of the deliberations shall be issued and certified inaccordance with the law.ARTICLE 24 – ACCESS TO MEETINGS – PROXIESA. Access to Meetings – ProxiesAny Shareholder, regardless of the number of Shares he owns, has the right to attend GeneralMeetings, either in person or by proxy, subject to the conditions stipulated by law and by the Articles ofAssociation, by showing proof of identity and of title to the securities, provided that the shares havebeen registered, either in his name or in the name of the intermediary registered on his behalf, by 12midnight Paris time, on the third business day before the General Meeting:• holders of registered Shares must register their shares in the registered share accounts keptwith the Company’s shareholder registers;• holders of bearer Shares must deposit their Shares in the bearer share accounts held by theauthorised intermediary. This entry or filing is evidenced by a certificate of share ownership providedby the intermediary. The certificate may be supplied electronically.If an Ordinary Shareholder cannot attend the General Meeting in person or by proxy, he mayparticipate in one of the following two ways:• cast a vote remotely;or• forward a proxy to the Company without naming a proxy holder;in accordance with the applicable laws and regulations.B. Access to Special Meetings – ProxiesAny holder of Preferred Shares belonging to a given class, regardless of the number of PreferredShares he owns, has the right to attend Special Meetings of Preferred Shareholders of a given class,either in person or by proxy, subject to the conditions stipulated by law and by the Articles ofAssociation, by showing proof of identity and of title to the securities, provided that the shares havebeen registered, either in his name or in the name of the intermediary registered on his behalf, by 12midnight Paris time, on the third business day before the Special Meeting:• holders of registered Preferred Shares must register their shares in the registered shareaccounts kept on the Company’s books;• holders of bearer Shares must deposit their shares in the bearer share accounts held by theauthorised intermediary. This entry or filing is evidenced by a certificate of share ownership providedby the intermediary. The certificate may be supplied electronically.Page 218 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A03If a holder of Preferred Shares cannot attend a Special Meeting in person or by proxy, he mayparticipate in one of the following two ways:• cast a vote remotely;or• forward a proxy to the Company without naming a proxy holder;in accordance with the applicable laws and regulations.C. Provisions applicable to all MeetingsIf the Shareholder has requested an admission card or a certificate of share ownership, or has cast hisvote remotely or sent a proxy, he may not choose to take part in the Meeting in another manner.However, the Shareholder may sell some or all of his shares at any time.If the sale occurs before 12 midnight CET on the third business day before the Meeting, the Companyshall invalidate or make the necessary changes to the remote vote, the proxy, the admission card orthe certificate of share ownership, as appropriate. The authorised intermediary acting as accountholder shall notify the Company or its agent of such sale and forward the necessary information.The authorised intermediary shall not issue notification of sales or transactions taking place after 12midnight CET on the third business day before the Meeting, nor shall the Company take such sales ortransactions into consideration.Owners of Shares in the Company who are not domiciled in France may be registered in an accountand represented at Meetings by an intermediary that has been registered on their behalf and given ageneral power of attorney to manage the shares. On opening its account, however, the intermediarymust disclose its status as an intermediary holding shares on behalf of third parties to the Company orthe financial intermediary acting as account holder, in accordance with the applicable legal andregulatory provisions.Based on a decision by the Board of Directors published in the meeting notice and invitation toShareholders, Shareholders may participate in Meetings by videoconferencing, or by other means oftelecommunication or remote transmission, including the internet, in accordance with legal andregulatory provisions. The Board of Directors will set the terms governing participation and voting,verifying that the procedures and technologies employed meet the technical criteria required to ensurethat the meeting is continuously and simultaneously relayed and that votes are accurately recorded.Provided they comply with the set deadlines, Shareholders who use the electronic voting formprovided on the website set up by the entity in charge of the meeting formalities shall be counted asbeing present or represented at the Meeting. The electronic form may be completed and signed onlineusing any procedure, including a login and password combination, that has been approved by theBoard of Directors and complies with the requirements set out in the first sentence of the secondparagraph of Article 1316-4 of the French civil code.A proxy or a vote issued before the Meeting using these electronic means and the subsequentacknowledgement of receipt thereof shall be deemed to be irrevocable instruments that areenforceable against all parties. Note that if shares are sold before 12 midnight CET on the thirdbusiness day before the Meeting, the Company will invalidate or make the necessary changes to theproxy or vote issued before that time and date, as appropriate.ARTICLE 25 – ATTENDANCE LIST – OFFICERS OF THE MEETING1. An attendance list setting out the information required by law is kept for each Meeting ofShareholders.This list, which must be duly initialled by all Shareholders present or their proxies, and to which areattached all proxy forms given to each of the proxies and any ballots cast remotely, shall be certifiedas accurate by the officers of the Meeting.Page 219 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A032. The Chairman of the Board, or in his absence a Vice-Chairman or a director expresslyauthorised for that purpose by the Board of Directors, shall chair Meetings of Shareholders.If a Meeting of Shareholders is convened at the request of one or more Statutory Auditors, one of theStatutory Auditors shall chair the Meeting.Whenever the person entitled or designated to chair is absent, the Meeting of Shareholders shall electits Chairman.The officers of the Meeting appoint a secretary who needs not be a Shareholder.The officers of the Meeting are in charge of verifying, certifying and signing the attendance list,ensuring that the debate is conducted in good order, resolving problems which may arise during theMeeting, checking the ballots cast and verifying that they are not void, and ensuring that minutes ofthe Meeting are drawn up.ARTICLE 26 – QUORUM – VOTING – NUMBER OF VOTESThe quorum at General Meetings is calculated on the basis of the total number of Ordinary Shares andthe quorum at Special Meetings is calculated on the basis of the total number of Preferred Shares inthe relevant class, less those shares not entitled to vote in accordance with the provisions of the law orof the Articles of Association.In the case of remote voting, only ballots received by the Company prior to the Meeting within the timeperiods and under the conditions prescribed by the applicable laws and regulations shall be counted.In the event of a proxy vote without naming a proxy holder, the Chairman shall add a vote in favour ofthe resolutions presented or approved by the Board of Directors and a vote against all otherresolutions.Except in the special cases provided for by law, each Shareholder at a General Meeting shall havethe right to cast as many votes as Ordinary Shares he holds for which all capital calls have been metand each Shareholder at a Special Meeting of a given class shall have the right to cast as many votesas Preferred Shares he holds for which all capital calls have been met.The Company shall have the right to request from an intermediary registered on behalf of aShareholder who is not domiciled in France, but which has a general power of attorney to manage thesecurities of that Shareholder, to provide a list of Shareholders which it represents and whose voteswill be exercised at a Meeting.The votes or proxies exercised by an intermediary which has not disclosed that it is acting in thatcapacity in accordance with applicable laws and regulations or the Articles of Association, or whichhas not disclosed the identity of the securities holders, shall not be counted.ARTICLE 27 – ORDINARY GENERAL MEETINGS1. All decisions which do not amend the Articles of Association are taken by the OrdinaryGeneral Meeting of Shareholders.The Ordinary General Meeting must meet at least once a year within the period prescribed by theapplicable laws and regulations to consider and vote on the accounts for the prior financial year.Its powers include the following:• to approve, modify or reject the accounts submitted to it;• to decide on the distribution and allocation of profit in accordance with the Articles ofAssociation;• to discharge or refuse to discharge directors;Page 220 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A03• to appoint and dismiss directors;• to approve or reject temporary appointments of directors by the Board of Directors;• to authorise the purchase of Ordinary Shares or Preferred Shares under share buybackprogrammes established under the conditions stipulated by Articles L.225-209 et seq. of the FrenchCommercial Code (or equivalent regulations applicable as of the date of the relevant transaction);• to appoint the Statutory Auditors;• to consider and vote on the special report of the Statutory Auditors concerning transactionssubject to prior authorisation by the Board of Directors.2. The deliberations of the Ordinary General Meeting of Shareholders convened following thefirst notice shall be valid only if the Ordinary Shareholders present, represented or voting remotely atthe Meeting hold, in the aggregate, at least one fifth of all voting Ordinary Shares.There is no quorum requirement for the Meeting following the second notice.In order to pass, resolutions require a majority of the votes of the Ordinary Shareholders present,represented or voting remotely.ARTICLE 28 – EXTRAORDINARY GENERAL MEETINGS1. The Extraordinary General Meeting of Shareholders shall have exclusive authority to amendany of the provisions of the Articles of Association. However, it shall not increase the obligations of theShareholders other than through transactions, duly authorised and carried out, which are the result ofan exchange or consolidation of Shares.2. The deliberations of the Extraordinary General Meeting of Shareholders convened followingthe first notice shall be valid only if the holders of Ordinary Shares present, represented or votingremotely at the Meeting hold, in the aggregate, at least one fourth of all voting Ordinary Shares, or onefifth of all voting shares following the second notice. If this last quorum is not met, the secondExtraordinary General Meeting may be postponed to a date not later than two months after the datefor which it was scheduled.In order to pass, resolutions require a two-thirds majority of the votes of the holders of OrdinaryShares present, represented or voting remotely.3. Notwithstanding the foregoing provisions, and as permitted by law, an Extraordinary GeneralMeeting which approves a capital increase through the capitalisation of reserves, profits or sharepremiums shall be subject to the same quorum and majority voting requirements as an OrdinaryGeneral Meeting.ARTICLE 29 – SPECIAL MEETINGS1. All holders of Preferred Shares of the same class are convened in Special Meetings.Holders of Ordinary Shares do not have the right to attend Special Meetings and have no voting rightstherein.In accordance with the law, the deliberations of Special Meetings convened following the first noticeshall be valid only if the holders of Preferred Shares belonging to the class for which the SpecialMeeting is to be held and present or represented hold, in the aggregate, at least one-third, or,following the second notice, one-fifth of all Preferred Shares with voting rights at Special Meetings,and if it is proposed that the rights attached to those shares be amended. If this last quorum is notPage 221 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A03met, the second Special Meeting may be postponed to a date not later than two months after the datefor which it was scheduled.In order to pass, resolutions require a two-thirds majority of the votes of the Preferred Shareholderspresent or represented.2. Collective resolutions falling under the authority of Ordinary General Meetings or ExtraordinaryGeneral Meetings are not subject to approval by Special Meetings.However, in accordance with the provisions of Article L.225-99 of the French Commercial Code, anycollective resolutions falling under the authority of Ordinary General Meetings and amending individualrights attached to one or more classes of Preferred Shares under the Articles of Association shall befinal only after they have been approved by the Special Meeting of Preferred Shareholders for eachrelevant class of Preferred Shares, voting no later than on the date of the General Meeting.Furthermore, in accordance with the provisions of Article L.228-17 of the French Commercial Code,any proposed merger or demerger of the Company under which the Preferred Shares would not beexchangeable for shares entitling the individual holders to equivalent rights shall be subject toapproval by a Special Meeting of such Shareholders.3. In addition to the aforesaid statutory provisions, the following shall be subject to approval bySpecial Meetings of the relevant class of Preferred Shareholders:• any issue of Shares giving the holders access to securities granting a right of priority paymentin the event of a Distribution (as defined in paragraph 4, Article 31 “Determination, allocation anddistribution of profit” herein) and/or liquidation dividend over the Preferred Shares of the relevant classand/or appropriation of losses below the proportional share that such securities represent in the sharecapital in the event of a capital reduction for reasons not due to losses; and• any proposal to reincorporate the Company in another legal form.For information, it is duly noted that decisions including but not limited to the following shall not besubject to approval by Special Meetings of holders of existing Preferred Shares:• issues of Ordinary Shares, or issues of a new class of Preferred Shares with characteristicsidentical to those of the Preferred Shares already issued except for the Issue Price, Issue Date and/orRate and the consequences of these characteristics for the voting rights of Preferred Shares belongingto a given class; and• Share buybacks and/or cancellations under the terms of (i) buybacks of Preferred Shares bythe Company pursuant to Article 32 “Repurchases of Preferred Shares by the Company”, paragraph B“Option to repurchase Preferred Shares at the Company’s initiative” herein; (ii) Share buybackprogrammes carried out under the terms and conditions provided by Articles L.225-209 et seq. of theFrench Commercial Code; and (iii) a public offer to buy Ordinary Shares or any class of PreferredShares.ARTICLE 30 – FINANCIAL YEARThe financial year shall begin on 1 January and end on 31 December of each year.ARTICLE 31 – DETERMINATION, ALLOCATION AND DISTRIBUTION OF PROFIT1. Five per cent of the profit for a financial year less any accumulated losses shall be posted tothe legal reserve until the reserve reaches one-tenth of the share capital.2. The balance, increased by retained earnings, if any, shall constitute the distributable profitwhich the Ordinary General Meeting of Shareholders shall:Page 222 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A03• allocate to one or more ordinary or extraordinary, optional reserve accounts, with or without aspecific purpose;• distribute to the Ordinary Shareholders and to the Preferred Shareholders as a dividend.The Ordinary General Meeting may also decide to distribute amounts from reserves distributable bythe Shareholders.Any Distribution (as defined in paragraph 4 hereinafter) shall be effected under the terms andconditions set out in paragraphs 3 to 9 below.3. Any Ordinary Shareholders and any Preferred Shareholders who provide proof, at the end of afinancial year, that their shares have been registered in their name for at least two years and are stillregistered in their name on the date the dividend distributed for that financial year is paid shall beentitled to the dividend increase awarded to Ordinary Shares and Preferred Shares registered in theaforesaid manner, which will not exceed 10% of the dividend paid to other Shares, including when thedividend is paid in the form of new Ordinary Shares or Preferred Shares. The increased dividend shallbe rounded down to the nearest cent if necessary.The number of Shares that are eligible for the increased dividend per shareholder cannot exceed0.5% of the share capital as at the end of the relevant financial year.It is specified that in the event a dividend is paid in Shares, the Shares allocated as payment shall beof the same class as the Shares on which the dividend is paid, and that all these Shares shallimmediately be fully fungible with the Shares previously held by the Ordinary Shareholder or thePreferred Shareholder as regards entitlement to the dividend increase.However, in the event a dividend is paid in Shares and fractional Shares are allocated, OrdinaryShareholders or Preferred Shareholders satisfying the legal requirements may pay the balance in cashto instead obtain one additional Share.The foregoing shall apply for the first time to dividend payments for the financial year ended 31December 2013 (as determined by the ordinary general meeting to be held in 2014).4. The Ordinary General Meeting or, in the case of an interim dividend, the Board of Directors,may, for a given financial period, decide to pay or not to pay a dividend to the Ordinary Shareholdersand the Preferred Dividend (as defined in paragraph 6.A. of this Article) to the Preferred Shareholders,in order to comply with the Company’s prudential requirements, inter alia.It is hereby specified that in order to pay the Preferred Dividend to the Preferred Shareholders, theOrdinary General Meeting must also have decided to make a Distribution, regardless of the amount, tothe Ordinary Shareholders. Preferred Shareholders shall, however, have a right of priority under theterms set out in paragraph 5 of this Article.For purposes of this paragraph 4, any payment made to Ordinary Shareholders under a Sharebuyback shall be deemed to be a Distribution to Ordinary Shareholders and therefore give rise to thepayment of the full amount of the Preferred Dividend to the Preferred Shareholders (even if nodividend is paid to Ordinary Shareholders), it being specified that the following shall not be deemed tobe a Distribution to Ordinary Shareholders: (i) purchases of Shares under the terms of Share buybackprogrammes carried out under the conditions stipulated by Articles L.225-209 et seq. of the FrenchCommercial Code (or any equivalent regulations applicable as of the date of the relevant transaction),unless such purchases are effected by means of a public offer to buy shares; and (ii) public offers tobuy shares that are tendered to all Ordinary Shareholders and Preferred Shareholders in proportion totheir ownership of the share capital. In the event of a share buyback that is deemed to be aDistribution, the Preferred Dividend shall be payable on the Date on which the relevant eventoccurred, which shall then be deemed to be a “Payment Date” as defined in paragraph 9 of this Article.Should there arise a Prudential Event affecting the Company, no Preferred Dividend shall be paid tothe Preferred Shareholders (including in the case covered by the foregoing paragraph) and nodividend (including in the form of an interim dividend) shall be paid to the Ordinary Shareholders.Page 223 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A03For purposes of the foregoing paragraph, a “Prudential Event” means any one of the following twosituations:(i) the Company’s capital adequacy ratio on a consolidated basis is below the minimumpercentage required by applicable banking regulations;(ii) the Company has received written notification from the SGCB that its financial position will, inthe near future, cause its capital adequacy ratio to fall below the minimum percentage cited inparagraph (i).5. Any distribution, regardless of form, approved by the Ordinary General Meeting orExtraordinary General Meeting, or, if in the form of an interim dividend, by the Board of Directors, thatis charged against any of the equity accounts (profits, including profits based on an interim balancesheet in the case of an interim dividend; retained earnings; reserves; share premiums; or otheraccounts) (a “Distribution”) shall be allocated as follows:(i) first, to the Preferred Shareholders, up to the amount of the Preferred Dividend (as defined inthis Article, in paragraph 6.A. below); and(ii)the balance, to the Ordinary Shareholders.Consequently, no Distribution shall be paid to the Ordinary Shareholders in respect of a given financialyear if the Preferred Dividend payable to the Preferred Shareholders for such year has not beendistributed and paid in full.A Distribution is allocated to the financial period in respect of which it is paid, except in the case ofinterim dividends. An interim dividend paid before the General Meeting convened to vote on thefinancial statements for Year “n” is allocated to Year “n+1”. These rules for allocating Distributionsapply to all Distributions, whether paid out to Ordinary Shareholders or to Preferred Shareholders inthe form of a Preferred Dividend.6. If the Preferred Dividend in respect of a given year is not distributed, the undistributed amountof the Preferred Dividend shall not be carried forward and the Company shall have no obligation todistribute this amount to the Preferred Shareholders.6.A. In the event of a Distribution under the terms and conditions set out in paragraphs 4 and 5 ofthis article, the amount of the dividend (the “Preferred Dividend”) payable per Preferred Share of agiven class in respect of each financial year to which it is allocated (other than the first year in which aPreferred Dividend is payable to Preferred Shareholders, in the amount determined under theconditions set out in paragraph 6.B. below), shall be calculated by multiplying:(i)the Rate applicable to the relevant class; by(ii) the ratio obtained by dividing the Outstanding Amount (as defined in paragraph 6.C.) in thegiven class by the number of Preferred Shares in the given class outstanding as of the date of thedecision to distribute the Dividend.For purposes of this calculation, the Outstanding Amount shall be determined after taking into accountthe Reduction of the Outstanding Amount or the Restitution of the Outstanding Amount arising,respectively, from the Net Loss or the Profit (as defined in paragraph 6.C. herein) for the yearimmediately preceding the year in which the Preferred Dividend is payable.It is hereby specified that, in the event that a Preferred Dividend is paid before the date of a Reductionof the Outstanding Amount or a Restitution of the Outstanding Amount, the Preferred Dividend shall bedeemed to have been determined on a provisional basis (based on the Outstanding Amountcalculated on the basis of the last available certified annual consolidated financial statements). ThePreferred Dividend shall be recalculated immediately following completion of the Reduction of theOutstanding Amount or the Restitution of the Outstanding Amount. In the event that the PreferredDividend recalculated in this manner is higher than the Dividend already paid, an additional dividendshall be paid to the Preferred Shareholders on the next date on which a Distribution is paid to theOrdinary Shareholders. Conversely, in the event that the Preferred Dividend recalculated in thismanner is lower than the dividend already paid, the Preferred Shareholders shall not be required torefund any amounts, notwithstanding any statutory or regulatory provisions to the contrary.Page 224 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A036.B. In the event that the Initial Meeting decides to distribute a Preferred Dividend, the resultingPreferred Dividend payable per Preferred Share shall be calculated by applying to the amountobtained by multiplying (i) by (ii) as defined in paragraph 6.A. above, the ratio obtained by dividing (a)the number of days elapsed between the period from the Date of Issue (inclusive) and the PaymentDate (exclusive) by (b) 365;where “Initial Meeting” means the first General Meeting held after the end of the financial year duringwhich the Preferred Shares are issued and that has approved a Distribution to the OrdinaryShareholders and/or convened to vote on the Company’s financial statements for the financial year inwhich the Preferred Shares are issued.By exception to the first subparagraph of paragraph 6.B. above, in the event of a distribution of one ormore interim dividend(s) to the Ordinary Shareholders before the Initial Meeting, a sum equal to theproduct of (i) multiplied by (ii) as defined in paragraph 6.A. above shall be paid to the PreferredShareholders on the date on which the first interim dividend was paid to the Ordinary Shareholders. Ifthis sum is less than the amount indicated in paragraph 6.B. of this Article as calculated on the date ofthe Initial Meeting and if the Initial Meeting is the Meeting convened to vote on the Company’sfinancial statements for the financial year in which the Preferred Shares are issued and duly noting thepayment of one or more interim dividend(s) to the Preferred Shareholders and Ordinary Shareholders,an additional amount equal to the difference, if positive, between the amount indicated in paragraph6.B. of this Article paid to the Preferred Shareholders and the amount of the first interim dividendalready paid to the Ordinary Shareholders shall be paid to the Preferred Shareholders. The saidadditional amount shall be paid on the day after the date of the Initial Meeting.6.C. For purposes of these Articles of Association, the “Outstanding Amount” means the productobtained by multiplying the outstanding number of Preferred Shares in a given class by the AdjustedIssue Price for the given class, (i) less the amount of each Reduction of the Outstanding Amount (asdefined below) applicable to the given class, (ii) plus the amount of each Restitution of theOutstanding Amount (as defined below) applicable to the given class, in each instance from the Dateof Issue of the Preferred Shares in the given class.If consolidated net income – Group share is negative (the “Loss”) as reflected in the Company’scertified annual consolidated financial statements after taking the Exempt Amount into account (the“Net Loss”), the Outstanding Amount applicable to the given class of Preferred Shares shall bereduced by an amount (the “Reduction of the Outstanding Amount”) calculated by multiplying (i)the Net Loss and (ii) the Percentage of the Preferred Shares in the Notional Capital of the given class(as defined below) determined on the date of publication of the certified consolidated financialstatements reflecting the Loss in question. The Reduction of the Outstanding Amount shall be deemedto have been carried out on the date of publication of the certified consolidated financial statementsreflecting the Loss in question.For purposes of the foregoing paragraph, “Exempt Amount” means the difference between (i) theamount of consolidated shareholders’ equity - Group share, excluding consolidated equity instrumentsof the Company to which the Preferred Shares are subordinated, as reflected in the Company’scertified annual consolidated financial statements, and (ii) the amount of the Notional Capital asreflected in the Company’s certified annual consolidated financial statements.If, following a Reduction of the Outstanding Amount, positive consolidated net income - Group share,as reflected in the Company’s certified annual consolidated financial statements, is recognised (a“Profit”), the Outstanding Amount applicable to the given class of Preferred Shares shall beincreased by an amount (the “Restitution of the Outstanding Amount”) calculated by multiplying (i)the Profit and (ii) the Percentage of Preferred Shares in the Notional Capital of the given classdetermined on the date of publication of the certified consolidated financial statements reflecting theProfit in question.The Restitution of the Outstanding Amount shall be deemed to have been carried out on the date ofpublication of the certified consolidated financial statements reflecting the Profit in question after aReduction of the Outstanding Amount.Notwithstanding the foregoing, for purposes of calculating the Preferred Dividend payable in respect ofa given financial year, the Restitution of the Outstanding Amount, barring prior approval by the SGCB,shall not be taken into account, as indicated above, unless a Preferred Dividend (regardless of theamount thereof) was distributed in respect of the previous two financial years.Page 225 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A03In any event, the Outstanding Amount for a given class of Preferred Shares shall be no greater thanthe product of the outstanding number of Preferred Shares in the given class multiplied by theAdjusted Issue Price for the given class.The “Percentage of Preferred Shares in the Notional Capital” means, for a given class ofPreferred Shares, the ratio obtained by dividing the Notional Capital of the Preferred Shares in thegiven class by the Notional Capital.Where:“Notional Capital” means the share capital composed of Ordinary Shares and Preferred Shares, plusthe amount of any share premiums and of the legal reserve, based on the Company’s accounts at agiven date.“Notional Capital of the Preferred Shares” means, for a given class of Preferred Shares, at a givendate:(i) the product of the number of Preferred Shares in the given class initially issued multiplied bytheir Issue Price;(ii) plus, for each new issue of Preferred Shares of the same class or any increase in the parvalue of the Preferred Shares effected since their issue, the increase in the nominal amount of theshare capital and any increase in any corresponding share premiums of any kind; for information, it isduly noted that any issues of Preferred Shares or increases in the par value of Preferred Shares bythe capitalisation of any share premiums and/or of the legal reserve shall have no impact on theNotional Capital of the Preferred Shares, as the increase in the share capital is offset by a reduction inany share premiums of any kind and/or in the legal reserve;(iii) plus a share of any increase in the legal reserve effected since the issuance of the PreferredShares in proportion to the Percentage of the Preferred Shares in Notional Capital of the given classdetermined immediately before the given increase in the legal reserve;(iv) less the sum of any reductions in the Notional Capital to be allocated to the Preferred Sharesin the given class since the issuance of the Preferred Shares in the given class, that is, the sum of thefollowing amounts:(A) an amount equal to the share of capital reductions due to losses, which is to be allocated tothe Preferred Shares in the given class;(B) an amount equal to the product (x) of any reduction in the amount of any share premiumsand/or of the legal reserve effected as part of a capital reduction due to losses or a loss which isallocated to such accounts, and (y) the Percentage of Preferred Shares in the Notional Capital in thegiven class determined immediately before the given capital reduction due to losses or the allocationof the given loss; and(C)for capital reductions for a reason other than losses, an amount equal to:(x) the amount paid, and/or the value of any asset, as determined by an expert appointedby the Board of Directors (failing which, by an order of the Presiding Judge of the Paris CommercialCourt ruling in summary proceedings under the terms of Article 1843-4 of the French Civil Code),owing to Preferred Shareholders of the given class and charged against the share capital, any sharepremiums and/or the legal reserve, and(y) in the event of a cancellation of Preferred Shares that does not give rise to anypayment or allocation of assets to Preferred Shareholders upon cancellation (in case of cancellation ofPreferred Shares held in treasury, inter alia), the product of the number of cancelled Preferred Sharesin the given class multiplied by their Adjusted Issue Price as of the cancellation date.7. Preferred Shares shall be entitled to the dividend on the first day of the financial year in whichthey are issued. No Preferred Dividend shall be payable during the said year, except in the event thatan interim dividend in respect of the following year is paid to the Ordinary Shareholders.8. The Preferred Dividend is payable on the date on which Distributions are made or are deemed(in accordance with the second subparagraph of paragraph 4 above) to be made to the OrdinaryShareholders (the “Payment Date”).9. The Ordinary General Meeting may offer each Ordinary Shareholder and each PreferredShareholder, up to the limits and under the conditions that it shall determine, the option of receiving allPage 226 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A03or part of the dividend payment, including payment of any Preferred Dividend or interim dividend,either in cash or in Shares to be issued, where the Shares awarded in this case are of the same classas the Shares that entitled the holder to the dividend, that is, in the form of either Ordinary Shares orPreferred Shares of the same class.ARTICLE 32 – REPURCHASES OF PREFERRED SHARES BY THE COMPANYA. Share buyback programme and public buyback offerHaving regard to Preferred Shares, and subject to prior approval by the General Meeting, the Board ofDirectors may, with the authority to further delegate such power pursuant to the applicable laws andregulations, and subject to prior approval by the Secretary General of the French Banking Commission(or any supervisory authority that may come to replace it) (the “SGCB”) buy back Preferred Sharesand/or Ordinary Shares and, if applicable, cancel such Shares, in the proportions that it shalldetermine, under the terms of (i) a Share buyback programme carried out under the terms andconditions stipulated by Articles L.225-209 et seq. of the French Commercial Code (or any equivalentregulations applicable as of the date of the relevant transaction) or (ii) any public buyback offer.B. Option to repurchase Preferred Shares at the Company’s initiative1.1. Exercise of the Preferred Share buyback option1. The Board of Directors may, with the right to further delegate such powers, pursuant to theapplicable laws and regulations, buy back Preferred Shares, subject to prior approval by the SGCB,under the terms and conditions set out in this Article in paragraph 1.2, “Cases in which the Companymay exercise its option to buy back Preferred Shares”.2. Any buyback notice under the terms of this Article 32.B is irrevocable, it being specified that abuyback notice may be contingent upon there being no objection from the Company’s creditors.3. If the buyback applies to only part of the Preferred Shares, the Preferred Shares will berepurchased from the holders of Preferred Shares of a given class on a proportional basis. In theevent that the number of Preferred Shares to be repurchased proportionately is not a whole number,the number of Preferred Shares effectively bought back from the holder shall be the next lower wholenumber.4. All Preferred Shares bought back in this manner shall be cancelled as of the buyback date.5. The reports of the Board of Directors and of the Statutory Auditors stipulated in Article R.228-19 of the French Commercial Code shall be made available to the Shareholders at the Company’sregistered office no later than fifteen days following the Board Meeting that carried out the buyback.These reports shall also be brought to the attention of the Shareholders at the next General Meeting.1.2. Cases in which the Company may exercise its option to buy back Preferred SharesUnder the conditions set out in paragraph 1.1 “Exercise of the Preferred Share buyback option” of thisArticle, the Board of Directors may, with the right to further delegate such powers pursuant to theapplicable laws and regulations, subject to prior approval by the SGCB, repurchase the PreferredShares in the following cases:(i) subject to providing written notice to the Preferred Shareholders of the given class in writing orby a notice published in a daily business and financial news publication with a wide circulation in Parisat least 30 calendar days and no more than 60 calendar days in advance, the Board of Directors mayarrange to repurchase, at any time after the tenth anniversary of the Date on which the given PreferredShares were issued, all or part of the relevant Preferred Shares at the Buyback Amount (as defined inthis Article in paragraph 1.3, “Determination of the Buyback Amount in the event that the Companyexercises its option to buy back the Preferred Shares”) on the date stated in the notice, provided thatPage 227 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A03(i) a Preferred Dividend has been distributed in respect of the last two financial years before thebuyback, unless the SGCB waives this condition for the Company, and (ii) the Outstanding Amountapplicable to the given class of Preferred Shares is no less than the product of the Adjusted IssuePrice of the given class multiplied by the number of outstanding Preferred Shares of the given class;(ii) if an issue, conversion, merger or demerger is subject to approval by a Special Meeting ofPreferred Shareholders belonging to a given class, and if such Special Meeting does not approvesuch an issue, exchange, merger or demerger under the quorum and majority requirements providedby these Articles of Association, and subject to providing notice to the Preferred Shareholders of thegiven class in writing or by means of a notice published in a daily business and financial newspublication with a wide circulation in Paris at least 30 calendar days and no more than 60 calendardays in advance, the Board of Directors may arrange to repurchase all (and not just part) of thePreferred Shares in the said class at the Buyback Amount (as defined in this Article in paragraph 1.3,“Determination of the Buyback Amount in the event that the Company exercises its option to buy backthe Preferred Shares”) on the date stated in the notice;(iii) if, due to a change in French law or regulations, or due to a change in the official application orinterpretation thereof that may come into effect after the Date of Issue of the Preferred Shares, theproceeds from the issue of the Preferred Shares ceases to fully qualify as Core Capital (as defined inthis Article, in paragraph 1.3, “Determination of the Buyback Amount in the event that the Companyexercises its option to buy back the Preferred Shares”) and subject to providing notice to the PreferredShareholders of the given class in writing or by a notice published in a daily business and financialnews publication with a wide circulation in Paris at least 30 calendar days and no more than 60calendar days in advance, the Board of Directors may arrange to repurchase all (and not just part) ofthe portion of the Preferred Shares (where each class of Preferred Shares shall receive equaltreatment based on its pro rate share of the Percentage of Preferred Shares in the Notional Capitalapplicable thereto) that cease to fully qualify as Core Capital (as defined in this Article, in paragraph1.3, “Determination of the Buyback Amount in the event that the Company exercises its option to buyback the Preferred Shares”), as of a date stated in the notice which shall not be earlier than the dateon which the proceeds from the issue of the Preferred Shares cease to fully qualify as Core Capital (asdefined in this Article, in paragraph 1.3, “Determination of the Buyback Amount in the event that theCompany exercises its option to buy back the Preferred Shares”);(iv) if, due to illegality or to a change in French laws or regulations or in the official application orinterpretation thereof that may come into effect after the Date of Issue of Preferred Shares of a givenclass, and that may result in an unfavourable change in the financial condition of the holders of thesePreferred Shares, the Board of Directors may, in order to protect the legitimate interests of theCompany and of the holders of such Preferred Shares, and subject to providing notice to the PreferredShareholders of the given class in writing or by a notice published in a daily business and financialnews publication with a wide circulation in Paris at least 30 calendar days and no more than 60calendar days in advance, arrange to repurchase all (and not just part) of the relevant PreferredShares at the Buyback Amount (as defined in this Article, in paragraph 1.3, “Determination of theBuyback Amount in the event that the Company exercises its option to buy back the PreferredShares”), as of a date stated in the notice which shall not be earlier than the effective date of theillegality, of the change in French laws or regulations, or in the official application or interpretationthereof, as the case may be.1.3 Determination of the Buyback Amount in the event that the Company exercises itsoption to buy back the Preferred SharesFor purposes of this Article 32.B,• “Core Capital” means tier one capital (i) as defined in Article 2 of CRBF (Comité de laRéglementation Bancaire et Financière) Regulation 90-02 of 23 February 1990, as amended; or (ii)funds qualified as such by the SGCB, without any upper limit;• “Buyback Amount” means, for each Preferred Share of a given class:(i)the Adjusted Issue Price applicable to that class,(ii) plus an amount calculated by multiplying (a) the ratio obtained by dividing the OutstandingAmount applicable to the given class by the number of Preferred Shares of the given class outstandingPage 228 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A03as of the buyback date, by (b) the Rate and (c) the ratio obtained by dividing the number of dayselapsed during the Calculation Period by 365 days;• “Calculation Period” means the period between:(a)first,• the Payment Date (inclusive) of the Preferred Dividend paid in respect of Year “n-1” or, if noPreferred Dividend was paid in respect of that year, the anniversary date of the issue in Year “n-1”(inclusive), if:(x) the Ordinary General Meeting convened to vote on the appropriation of net income forYear “n-1” has not yet been held and a preferred dividend has not been approved for Year “n”,or(y) the Ordinary General Meeting convened to vote on the appropriation of net income forYear “n-1” has been held and a Preferred Dividend has been approved for Year “n” and such Dividendhas not yet been paid and will not have been paid as of the buyback date, or• the Payment Date (inclusive) of the Preferred Dividend in respect of Year “n” or, if noPreferred Dividend is paid in respect of that year, the anniversary date of the issue in Year “n”(inclusive), if:(x) a Preferred Dividend has been approved for Year “n” and such Dividend has beenpaid or will be paid as of the buyback date, or(y) the Ordinary General Meeting convened to vote on the allocation of net income forYear “n-1” has been held and a Preferred Dividend was not approved for Year “n”,(b) second, the buyback date (exclusive), which is deemed to occur during Year “n” for purposesof this paragraph.As an exception to the foregoing, if the last Preferred Dividend paid in respect of Year “n-1” or Year “n”was paid when an interim dividend was paid, the Calculation Period shall be:(a) the period between the date of the Ordinary General Meeting convened to vote on thefinancial statements for the year in respect of which an interim dividend was paid, if the meeting is heldbefore the buyback date, and the buyback date; or(b) zero, if the Ordinary General Meeting convened to vote on the financial statements for theyear in respect of which an interim dividend was paid, is held after the buyback date.ARTICLE 33 – CONVERSION OF PREFERRED SHARES1. The Board of Directors may, with the right to further delegate such powers pursuant to theapplicable laws and regulations, in the cases and under the conditions set out in paragraph 2 of thisArticle, convert all (and not just part) of the Preferred Shares of a given class into Ordinary Shares,using a conversion ratio (calculated to three decimal points; the fourth decimal point is rounded to thenext nearest decimal point and 0.0005 is rounded to the next highest one-thousandth, that is, to 0.001)(the “Conversion Ratio”), determined for the Ordinary Shares, on the basis of the Value of anOrdinary Share (as defined in paragraph 8 of this Article) and for the Preferred Shares, on the basis ofthe Buyback Amount (as defined in paragraph 1.3, “Determination of the Buyback Amount in the eventthat the Company exercises its option to buy back the Preferred Shares” of Article 32, “Repurchasesof Preferred Shares by the Company” of the Articles of Association).2. The conversion procedure shall be implemented only if the following two events occur:• in the case of a merger or demerger requiring approval by a Special Meeting of a given classof Preferred Shareholders, if the Special Meeting does not approve the merger or demerger under thequorum and majority requirements stipulated herein; and• if the Company has filed for prior SGCB approval of the proposed transaction and not securedsuch approval in time to carry out the buyback of the given class of Preferred Shares in accordancewith subparagraph (ii) of paragraph 1.2, “Cases in which the Company may exercise its option to buyPage 229 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A03back Preferred Shares” and Article 32 “Repurchases of Preferred Shares by the Company”, andinasmuch as the terms and conditions set forth below are met as of the conversion date:(i)(ii)the Extraordinary General Meeting has approved or authorised the conversion, andapproval for the conversion has been secured from the SGCB.3. When carrying out the conversion procedure, the Company shall undertake to identify areasonable way, under then-prevailing market conditions, to enable those Preferred Shareholders whowish to do so to reclassify the Ordinary Shares to which the conversion of their Preferred Shares willentitle them.4. The holders of the Preferred Shares in the given class shall be notified of the decision toconvert their Shares in writing or by a notice published in a daily business and financial newspublication with a wide circulation in Paris at least 30 calendar days and no more than 60 calendardays before the effective date of conversion.5. If the total number of Ordinary Shares to be received by a Preferred Shareholder obtained byapplying the Conversion Ratio to the number of Preferred Shares held by the Shareholder is not awhole number, such Shareholder shall receive the next lowest number of Ordinary Shares; in thiscase, the Shareholder shall receive a sum equal to the fractional Value of the fractional OrdinaryShare.6. Any notice of conversion under the terms of these provisions shall be irrevocable, it beingspecified that a conversion notice may be subject to certain conditions.7. All Preferred Shares converted in this manner shall be fully fungible with the Ordinary Sharesas of their conversion date.8. For purposes of this Article, “Value of an Ordinary Share” means the greater of the followingtwo values:(a) the volume-weighted average quoted price of an Ordinary Share on Euronext Paris (or anyother exchange that may come to replace it) over the last fifteen trading days following but notincluding the date of publication of the notice indicated in paragraph 4 above (failing which, the dateon which the written notices indicated paragraph 4 above are sent); and(b) 95% of the volume-weighted average quoted price of the Ordinary Shares on Euronext Paris(or any other exchange that may come to replace it) over the last fifteen trading days preceding but notincluding the date of publication of the notice indicated in paragraph 4 above (failing which, the dateon which the written notices indicated paragraph 4 above are sent).9. The Board of Directors’ reports and Statutory Auditors’ reports provided by Article R.228-18 ofthe French Commercial Code shall be made available to the Shareholders at the Company’sregistered office (i) if the Extraordinary General Meeting approves the conversion, no later than thedate on which that meeting is convened; or (ii) if the Extraordinary General Meeting delegates itspowers to carry out the conversion to the Board of Directors, no later than fifteen days after themeeting at which the Board uses the authority granted to it by the Extraordinary General Meeting.These reports shall also be brought to the attention of the Shareholders at the next General Meeting.Page 230 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A03ARTICLE 34 – DISSOLUTION – LIQUIDATION1. The Company shall be in liquidation as from the time that it is dissolved, for any reasonwhatsoever. Its legal personality shall subsist for purposes of such liquidation and until completionthereof.The Shares may continue to be traded until liquidation has been completed.Dissolution of the Company shall be effective as against third parties only as from the date on whichthe notice of dissolution is published in the Paris Trade and Company Registry.At the end of the life of the Company or if it is dissolved in advance by an Extraordinary GeneralMeeting of Shareholders, said Meeting shall fix the rules governing liquidation. Voting in accordancewith the quorum and majority voting requirements applicable to Ordinary General Meetings, it shallappoint one or more liquidators whose powers it shall determine, and who shall carry out theirresponsibilities in accordance with the law. Upon appointment of the liquidators, the functions of thedirectors, the Chairman, the Chief Executive Officer and the Deputy Chief Executive Officers shallcease.Throughout the duration of liquidation, the General Meeting and the Special Meetings of Shareholdersshall continue to exercise the same powers as they did during the life of the Company.2. The liquidator shall represent the Company. He shall be vested with the broadest powers todispose of its assets, even informally. He is authorised to pay creditors and distribute the remainingbalance.The General Meeting may authorise the liquidator to continue pending business or to undertake newbusiness for the purpose of the liquidation.3. In the event of the Company’s liquidation, the Preferred Shares shall rank pari passu amongstthemselves and with the Ordinary Shares as set forth below.After all of the Company’s liabilities have been settled, the Preferred Shares and the Ordinary Sharesshall have identical rights to the net assets, proportional to the percentage of Notional Capitalrepresented by each class of Shares, and, with respect to the Preferred Shares in each class, up tothe amount of their Adjusted Issue Price (as defined in Article 6, “Share Capital” of the Articles ofAssociation).The par value of the Ordinary Shares and of the Preferred Shares shall be reimbursed proportional totheir share of the Company’s share capital, and any liquidation dividend shall be distributed, such thatthe principle set out in the foregoing paragraph is observed, and, for all of the foregoing, and withrespect to the Preferred Shares, up to the Adjusted Issue Price.ARTICLE 35 – DISPUTESCourts having jurisdiction under Ordinary law shall resolve any dispute which may arise during the lifeof the Company or during liquidation following dissolution, either among the Shareholders, themanaging and governing bodies and the Company, or among the Shareholders themselves, inconnection with corporate business or compliance with the provisions of the Articles of Association.Page 231 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A03Person responsible for the Registration documentand updatesM. Jean-Paul Chifflet, Chief Executive Officer, Crédit <strong>Agricole</strong> S.A.RESPONSABILITY STATEMENTI hereby certify that, to my knowledge and after all due diligence, the information contained in thisupdate is true and accurate and contains no omissions likely to affect the import thereof.I hereby certify that, to my knowledge, the financial statements have been prepared in accordancewith the applicable accounting standards and give a true and fair view of the financial position andresults of the Company and all entities included in the consolidated group, and that the half-yearmanagement report enclosed provides a true and fair view of the important events which occurredduring the first six months of this year and of their impact on the financial statements, of the maintransactions between related parties, as well as the description of the main risks and uncertainties forthe remaining six months of this year.I have obtained a letter from the statutory auditors, PricewaterhouseCoopers Audit and Ernst & Younget Autres, upon completion of their work, in which they state that they have verified the informationrelating to the financial situation and financial statements provided in this update and that they haveread the registration document, and from A.01 to A.03 updates as a whole.Executed in Paris on 31 August 2012Chief Executive Officer, Crédit <strong>Agricole</strong> S.A.Jean-Paul CHIFFLETPage 232 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A03Statutory auditorsStatutory AuditorsErnst & Young et AutresRepresented by Valérie Meeus1/2 place des Saisons92400 Courbevoie, Paris-La Défense 1Statutory auditors, Member, CompagnieRégionale des Commissaires aux Comptes deVersaillesPricewaterhouseCoopers AuditRepresented by Catherine Pariset63, rue de Villiers92200 Neuilly-sur-SeineStatutory auditors, Member, CompagnieRégionale des Commissaires auxComptes de VersaillesAlternate AuditorsPicarle et AssociésRepresented by Denis Picarle1/2 place des Saisons92400 Courbevoie, Paris-La Défense 1Statutory auditors, Member, CompagnieRégionale des Commissaires aux Comptes deVersaillesPierre Coll63, rue de Villiers92200 Neuilly-sur-SeineStatutory auditors, Member, CompagnieRégionale des Commissaires auxComptes de VersaillesErnst & Young et Autres was appointed Statutory Auditor under the name of Barbier Frinault etAutres at the Ordinary General Meeting of 31 May 1994. This term of office was renewed for a furthersix years at the Combined General Meeting of 22 May 2012.Ernst & Young et Autres is represented by Valérie Meeus.Picarle et Associés was appointed Alternate Auditor for Ernst & Young et Autres at the OrdinaryGeneral Meeting of 17 May 2006. This term of office was renewed for a further six years at theCombined General Meeting of 22 May 2012.PricewaterhouseCoopers Audit was appointed Statutory Auditor at the Ordinary General Meeting of19 May 2004. This term of office was renewed for a further six years at the Combined GeneralMeeting of 22 May 2012.PricewaterhouseCoopers Audit is represented by Catherine Pariset.Pierre Coll was appointed Alternate Auditor for PricewaterhouseCoopers Audit at the OrdinaryGeneral Meeting of 19 May 2004. This term of office was renewed for a further six years at theCombined General Meeting of 22 May 2012.Page 233 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A03Cross-reference tableThe following table indicated the page references corresponding to the main information headingsrequired by regulation EC 809/2004 (appendix I), enacting the terms of the « Prospectus » Directive.Headings required by EC Regulation 809/2004Page number in Registrationdocument and Updates A.01 andA.02Page number in thisupdate1. Persons responsible 485 RD, 249 A01, 85 A.02 2322. Statutory Auditors 486 RD, 250 A01, 86 A.02 2333. Selected financial information3.1 Historical financial information 6 to 11 RD3.2 Interim financial Information 3 à 71 A.02 3 to 684. Risk factors 86 - 88 to 89 - 96 to 106 - 180 to 182- 186 to 254 - 273 to 275 - 283 to 284- 288 - 294 to 311 - 324 - 326 to 328- 331 to 335 - 344 to 347 - 414 - 417- 419 - 463 to 465 RD, 45 to 120A01 ; 72 A.025. Information about the issuer5.1 History and development of the issuer 2 to 3 - 13 to 15 - 438 to 439 RD5.2 Investments 148 to 149 - 173 - 267 to 269 - 287 to291 - 368 to 382 - 455 to 456 RD6. Business overview6.1 Principal activities 17 to 31 - 456 to 457 RD109 to 124166167 to 174179 to 18072 – 133 to 134138-1896.2 Principal markets 19 to 31 - 320 to 325 RD 153 to 1616.3 Exceptional factors N.A.6.4 Extent to which issuer is dependent on patents orlicenses; industrial, commercial or financial contracts6.5 Basis for any statements made by the issuer regardingits competitive position7. Organisational structure7.1 Brief description of the Group and the issuer’s positionwithin the Group224 RDN.A.16 RD, 2 to 6 A017.2 List of significant subsidiaries 118 to 143 - 145 to 146 - 258 to 259 -368 to 382 - 407 to 410 - 422 RD, 73to 74 A.028. Property, plant and equipment8.1 Information regarding any existing or planned materialproperty, plant and equipment8.2 Description of any environmental issues that may affectthe issuer’s utilisation of property, plant and equipment191 to 20331 - 316 - 342 to 343 RD 149177 to 17861 to 76 RD9. Operating and financial review 148 to 172 RD, 8 to 44 A01 71 to 1059.1 Financial condition 263 to 269 - 386 to 388 RD 128 to 1349.2 Operating income 263 to 264 - 388 RD 128 to 12910. Capital resources10.1 Information concerning the issuer’s capital resources 7 - 154 - 172 - 177 - 225 to 235 - 266- 311 - 347 to 349 - 421 RD10.2 Explanation of the sources and amounts of the issuer’scash flows10.3 Information on borrowing requirements and fundingstructure10.4 Information regarding any restrictions on the use ofcapital resources that have materially affected, or could95 to 105 – 131 to132181 to 182267 to 269 RD, 131 to 133 A01 133 to 134152 to 153 - 209 to 211 - 307 to 309RDN.A.118 to 121176Page 234 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A03Headings required by EC Regulation 809/2004materially affect, the issuer’s operations10.5 Information regarding the anticipated sources of fundsneeded to fulfil commitmentsPage number in Registrationdocument and Updates A.01 andA.02455 RD11. Research and development, patents and licenses N.A.12. Trend information 2 to 3 - 173 to 174 - 367 - 393 RD,44 A0113. Profit forecasts or estimates N.A.14. Administrative, management and supervisorybodies and senior management14.1 Information about the members of the administrative,management and supervisory bodiesand senior management14.2 Administrative, management and supervisory bodiesand senior management conflicts of interests15 Remuneration and benefits81 to 92 - 116 to 146 - 473 RD, 73 to74 A.0281 to 82 - 144 RD15.1 Amount of remuneration paid and benefits in kind 56 to 58 - 87 - 89 to 90 - 92 to 95 -108 to 115 - 183 - 350 to 357- 431RD, 75 to 84 A.0215.2 Total amounts set aside or accrued to provide pension,retirement or similar benefits16. Board and senior management practices86 to 87- 92 to 95 - 108 to 115 - 279to 281 - 345 - 350 to 357 - 400 - 419RD, 75 to 84 A.0216.1 Date of expiration of current term of office 118 to 139 - 473 RD16.2 Information about members of the administrative,management or supervisory bodies’ service contractswith the issuer or any of its subsidiaries16.3 Information about the issuer’s Audit Committee andRemuneration Committee16.4 A statement as to whether or not the issuer complieswith the corporate government regime in its country ofincorporation17. Employees17.1 Number of employees and breakdown by main type ofactivity and by site17.2 Equity interests in the issuer’s share capital and stockoptions17.3 Arrangements for involving the employees in the issuer’scapital18. Major shareholders18.1 Shareholders owning more than 5% of the share capitalor voting rights18.2 Whether the issuer’s major shareholders have differentvoting rights144 RD87 to 90 RD, 79 to 80 A.0280 to 95 - 144 RD7 - 37 to 52 - 351 - 431 RD94 - 108 - 113 to 115 - 118 to 143 -280 to 281 - 289 - 354 to 357 -400 - 460 - 463 to 465 RD113 - 177 to 180 - 280 to 281 - 354 to357 - 460 - 475 to 479 RDPage number in thisupdate108205 to 20614817995 to 9618195 to 961818 - 81 - 178 - 347 to 348 - 463 RD 96 - 1818 -178 - 180 to 182 - 347 - 441 to 442- 460 - 463 to 465 RD18.3 Control over the issuer 16 - 81 - 144 - 261- 463 RD18.4 Description of any arrangements, known to the issuer,the operation of which may at a subsequent date resultin a change in control of the issuer463 RD19. Related-party transactions 260 to 262 - 390 to 391 - 407 to 411 -422 - 466 to 469 RD20. Financial information concerning the issuer’s assetsand liabilities, financial positions and profits andlosses20.1 Historical financial information* 256 to 436 RD106142 to 143Page 235 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A03Headings required by EC Regulation 809/2004Page number in Registrationdocument and Updates A.01 andA.0220.2 Pro forma financial information N.A.20.3 Financial statements 256 to 382 - 386 to 434 RD,121 to 246 A0120.4 Auditing of historical annual financial statements 383 to 384 - 435 to 436 RD20.5 Date of latest financial information 255 RDPage number in thisupdate20.6 Interim financial Information 3 to 71 A.02 3 to 20320.7 Dividend policy 11 - 176 - 348 to 349 - 448 to 451 -463 - 472 RD20.8 <strong>Le</strong>gal and arbitration proceedings 144 - 222 to 224 - 345 to 346 RD, 72A.0220.9 Significant change in the issuer’s financial or commercialposition21. Additional information457 RD21.1 Share capital 8 - 177 to 180 - 347 to 349 - 421 -439 RD95 to 96 – 181 to 182222 to 227123 – 14917995 to 96 - 181208 to 20921.2 Memorandum and Articles of Association 438 to 454 RD 207 to 23122. Material contracts 260 to 262 - 390 to 391 - 456 to 457 -466 to 469 RD23. Third party information and statement by expertsand declarations of any interests24. Publicly available documents 457 RD, 90 A.02 23725. Information on equity interests 258 to 259 - 291 to 293 - 368 to 382 -407 to 411 RDN.A. : not applicable.N.A.133 to 134 – 137 to139191 to 203* In accordance with Article 28 of EC Regulation 809/2004 and Article 212-11 of the AMF’s GeneralRegulations, the following are incorporated by reference:• the separate and consolidated financial statements for the year ended 31 December 2009 andthe corresponding Statutory Auditors’ Reports, and the Group’s Management report, appearing onpages 368 to 415 and 242 to 365, on pages 416 to 417 and 366 to 367 and on pages 101 to 239 ofthe Crédit <strong>Agricole</strong> S.A. Registration Document 2009 registered by the AMF on 12 March 2010under number D.10-0108.• the separate and consolidated financial statements for the year ended 31 December 2010 andthe corresponding Statutory Auditors’ Reports, and the Group’s Management report, appearing onpages 370 to 417 and 246 to 366, on pages 418 to 419 and 367 to 368 and on pages 141 to 244 ofthe Crédit <strong>Agricole</strong> S.A. Registration Document 2010 registered by the AMF on 18 March 2011under number D.11-0146;The sections of the registration documents D. 10-0108 and D. 11-0146 not referred to above are eithernot applicable to investors or are covered in another part of this Registration Document.Page 236 sur 237
Crédit <strong>Agricole</strong> S.A.Update of the 2011 registration document - A03Document available on Crédit <strong>Agricole</strong> S.A.’s websitewww.credit-agricole.com/en/Finance-and-ShareholdersCrédit <strong>Agricole</strong> S.A.A French limited company with share capital of 7,494,061,611 eurosParis Trade and Company Registry No. 784 608 41612 place des Etats-Unis 92127 <strong>Mo</strong>ntrouge cedexTel. (33) 1 43 23 52 02www.credit-agricole.comPage 237 sur 237
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